# RBC Bearings (RBC) 10-Q SEC filing - Q3 FY2026

- Filed: Feb 5, 2026, 3:10 PM EST
- Fiscal quarter: Q3 FY2026
- Calendar quarter: Q4 2025
- Accession: 0001213900-26-012732
- OpenCapital page: https://www.opencapital.sh/filings/0001213900-26-012732
- Markdown URL: https://www.opencapital.sh/filings/0001213900-26-012732.md
- Official SEC filing index: https://www.sec.gov/Archives/edgar/data/1324948/000121390026012732/0001213900-26-012732-index.htm

## Filing documents

- [10-Q (ea0273640-10q_rbcbear.htm)](https://www.sec.gov/Archives/edgar/data/1324948/000121390026012732/ea0273640-10q_rbcbear.htm)

---

## 10-Q

SEC source: [ea0273640-10q_rbcbear.htm](https://www.sec.gov/Archives/edgar/data/1324948/000121390026012732/ea0273640-10q_rbcbear.htm)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION  
Washington, DC 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 December 27, 2025

OR

☐ 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: 001-40840

**RBC BEARINGS INCORPORATED**  
(Exact name of registrant as specified in its charter)

Delaware 95-4372080

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

One Tribology Center   Oxford, CT 06478

(Address of principal executive offices) (Zip Code)

(203) 267-7001  
(Registrant’s telephone number, including area code)

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

**Title of Each Class** **Trading Symbol** **Name of Each Exchange on Which Registered**

Common Stock, par value $0.01 per-share RBC The 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, if any, 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 and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 ☒

As of January 30, 2026, RBC Bearings Incorporated had 31,618,961 shares
of Common Stock outstanding.

**TABLE OF CONTENTS**

| Part I - | [FINANCIAL INFORMATION](#a_001) | 1 |
| --- | --- | --- |
| Item 1. | [Consolidated Financial Statements](#a_002) | 1 |
| Item 2. | [Management’s Discussion and Analysis of Financial Condition and Results of Operations](#a_003) | 22 |
| Item 3. | [Quantitative and Qualitative Disclosures About Market Risk](#a_004) | 37 |
| Item 4. | [Controls and Procedures](#a_005) | 38 |
| Part II - | [OTHER INFORMATION](#a_006) | 39 |
| Item 1. | [Legal Proceedings](#a_007) | 39 |
| Item 1A. | [Risk Factors](#a_008) | 39 |
| Item 2. | [Unregistered Sales of Equity Securities and Use of Proceeds](#a_009) | 39 |
| Item 3. | [Defaults Upon Senior Securities](#a_010) | 40 |
| Item 4. | [Mine Safety Disclosures](#a_011) | 40 |
| Item 5. | [Other Information](#a_012) | 40 |
| Item 6. | [Exhibits](#a_013) | 40 |

i

**Part
I. FINANCIAL INFORMATION**

## Item 1. Consolidated Financial Statements

**RBC Bearings Incorporated**

### Consolidated Balance Sheets

_(dollars in millions, except per share data)_

| ASSETS | December 27, 2025 / (Unaudited) | March 29, 2025 |
| --- | --- | --- |
| Current assets: |  |  |
| Cash | $107.6 | $36.8 |
| Accounts receivable, net of allowance for credit losses of $5.8 at December 27, 2025 and $5.4 at March 29, 2025 | 285.8 | 307.6 |
| Inventory | 781.5 | 654.5 |
| Prepaid expenses and other current assets | 45.9 | 28.4 |
| Total current assets | 1,220.8 | 1,027.3 |
| Property, plant and equipment, net | 416.7 | 359.0 |
| Operating lease assets | 59.0 | 58.6 |
| Goodwill | 1,987.7 | 1,872.2 |
| Intangible assets, net | 1,395.9 | 1,325.1 |
| Other noncurrent assets | 61.5 | 43.0 |
| Total assets | $5,141.6 | $4,685.2 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY |  |  |
| Current liabilities: |  |  |
| Accounts payable | $141.7 | $138.4 |
| Accrued expenses and other current liabilities | 216.3 | 166.0 |
| Current operating lease liabilities | 9.8 | 9.2 |
| Current portion of long-term debt | 288.6 | 1.7 |
| Total current liabilities | 656.4 | 315.3 |
| Long-term debt, less current portion | 701.6 | 918.4 |
| Noncurrent operating lease liabilities | 49.9 | 50.3 |
| Deferred income taxes | 270.1 | 257.8 |
| Other noncurrent liabilities | 202.5 | 112.0 |
| Total liabilities | 1,880.5 | 1,653.8 |
| Stockholders’ equity: |  |  |
| Preferred stock, $.01 par value; authorized shares: 10,000,000 at December 27, 2025 and March 29, 2025, respectively; issued shares: 0 at December 27, 2025 and March 29, 2025, respectively | — | — |
| Common stock, $.01 par value; authorized shares: 60,000,000 at December 27, 2025 and March 29, 2025, respectively; issued shares: 32,701,233 and 32,522,189 at December 27, 2025 and March 29, 2025, respectively | 0.3 | 0.3 |
| Additional paid-in capital | 1,720.9 | 1,682.5 |
| Accumulated other comprehensive income/(loss) | 7.2 | (1.4) |
| Retained earnings | 1,646.5 | 1,450.6 |
| Treasury stock, at cost; 1,082,526 shares and 1,046,569 shares at December 27, 2025 and March 29, 2025, respectively | (113.8) | (100.6) |
| Total stockholders’ equity | 3,261.1 | 3,031.4 |
| Total liabilities and stockholders’ equity | $5,141.6 | $4,685.2 |

See accompanying notes.

1

**RBC Bearings Incorporated**

### Consolidated Statements of Operations

_(dollars in millions, except per share data) · (Unaudited)_

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- | --- | --- |
| Net sales | $461.6 | $394.4 | $1,352.9 | $1,198.6 |
| Cost of sales | 257.2 | 219.5 | 752.7 | 665.9 |
| Gross margin | 204.4 | 174.9 | 600.2 | 532.7 |
| Operating expenses: |  |  |  |  |
| Selling, general and administrative | 77.9 | 70.1 | 229.2 | 207.2 |
| Other, net | 23.5 | 19.2 | 69.1 | 56.3 |
| Total operating expenses | 101.4 | 89.3 | 298.3 | 263.5 |
| Operating income | 103.0 | 85.6 | 301.9 | 269.2 |
| Interest expense, net | 13.0 | 14.2 | 38.6 | 47.0 |
| Other non-operating (income)/expense | 0.7 | (3.3) | 2.9 | (1.8) |
| Income before income taxes | 89.3 | 74.7 | 260.4 | 224.0 |
| Provision for income taxes | 21.9 | 16.8 | 64.5 | 50.5 |
| Net income | 67.4 | 57.9 | 195.9 | 173.5 |
| Preferred stock dividends | — | 1.0 | — | 12.4 |
| Net income attributable to common stockholders | $67.4 | $56.9 | $195.9 | $161.1 |
| Net income per common share attributable to common stockholders: |  |  |  |  |
| Basic | $2.14 | $1.83 | $6.23 | $5.42 |
| Diluted | $2.13 | $1.82 | $6.20 | $5.38 |
| Weighted average common shares: |  |  |  |  |
| Basic | 31,522,574 | 31,041,126 | 31,463,546 | 29,740,170 |
| Diluted | 31,644,592 | 31,222,623 | 31,606,334 | 29,953,883 |

See accompanying notes.

2

**RBC Bearings Incorporated**

### Consolidated Statements of Comprehensive Income/(Loss)

_(dollars in millions) · (Unaudited)_

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- | --- | --- |
| Net income | $67.4 | $57.9 | $195.9 | $173.5 |
| Pension and postretirement liability adjustments, net of taxes (1) | 0.0 | 0.3 | 0.7 | 0.9 |
| Change in fair value of Interest Rate Swap (2) | 0.2 | 0.3 | 0.3 | (1.6) |
| Change in fair value of Cross Currency Swap (3) | (0.4) | 2.5 | (6.6) | 0.4 |
| Foreign currency translation adjustments | 2.1 | (12.0) | 14.2 | (6.4) |
| Total comprehensive income | $69.3 | $49.0 | $204.5 | $166.8 |

(1) These adjustments were net of tax expense of $0.0 and $0.0 for the three-month periods ended December 27, 2025 and December 28, 2024, respectively, and net of tax expense of $0.2 and $0.1 for the nine-month periods ended December 27, 2025, and December 28, 2024, respectively.

(2) These adjustments were net of tax expense of $0.0 and $0.1 for the three-month periods ended December 27, 2025 and December 28, 2024, respectively, and net of tax expense of $0.0 and net of tax benefit of $0.4 for the nine-month periods ended December 27, 2025, and December 28, 2024, respectively.

(3) These adjustments were net of tax benefit of $0.1 and net of tax expense $0.7 for the three-month periods ended December 27, 2025 and December 28, 2024, respectively, and net of tax benefit of $1.9 and net of tax expense of $0.1 for the nine-month periods ended December 27, 2025, and December 28, 2024, respectively.

See accompanying notes.

3

**RBC Bearings Incorporated**

### Consolidated Statements of Stockholders’ Equity

_(dollars in millions) · (Unaudited)_

| Line item | Common Stock / Shares | Common Stock / Amount | Preferred Stock / Shares | Preferred Stock / Amount | Additional / Paid-in Capital | Accumulated Other Comprehensive / Income/(Loss) | Retained / Earnings | Treasury Stock / Shares | Treasury Stock / Amount | Total Stockholders’ / Equity |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at March 29, 2025 | 32,522,189 | $0.3 | — | — | $1,682.5 | $(1.4) | $1,450.6 | (1,046,569) | $(100.6) | $3,031.4 |
| Net income | — | — | — | — | — | — | 68.5 | — | — | 68.5 |
| Stock-based compensation | — | — | — | — | 4.4 | — | — | — | — | 4.4 |
| Tax withholding for common stock issued under equity incentive plans | — | — | — | — | — | — | — | (33,281) | (12.1) | (12.1) |
| Exercise of equity awards | 73,642 | 0.0 | — | — | 11.5 | — | — | — | — | 11.5 |
| Change in pension and post-retirement plan benefit adjustments, net of tax expense of $0.1 | — | — | — | — | — | 0.3 | — | — | — | 0.3 |
| Issuance of restricted stock, net of forfeitures | 13,867 | — | — | — | — | — | — | — | — | — |
| Change in fair value of Interest Rate Swap, net of tax expense of $0.0 | — | — | — | — | — | 0.1 | — | — | — | 0.1 |
| Change in fair value of Cross Currency Swap, net of tax benefit of $1.8 | — | — | — | — | — | (6.2) | — | — | — | (6.2) |
| Issuance of awards previously classified as liability awards | 33,339 | — | — | — | 5.0 | — | — | — | — | 5.0 |
| Currency translation adjustments | — | — | — | — | — | 13.5 | — | — | — | 13.5 |
| Balance at June 28, 2025 | 32,643,037 | $0.3 | — | — | $1,703.4 | $6.3 | $1,519.1 | (1,079,850) | $(112.7) | $3,116.4 |
| Net income | — | — | — | — | — | — | 60.0 | — | — | 60.0 |
| Stock-based compensation | — | — | — | — | 3.6 | — | — | — | — | 3.6 |
| Tax withholding for common stock issued under equity incentive plans | — | — | — | — | — | — | — | (1,402) | (0.6) | (0.6) |
| Exercise of equity awards | 50,475 | 0.0 | — | — | 8.8 | — | — | — | — | 8.8 |
| Change in pension and post-retirement plan benefit adjustments, net of tax expense of $0.1 | — | — | — | — | — | 0.4 | — | — | — | 0.4 |
| Issuance of restricted stock, net of forfeitures | (6) | — | — | — | — | — | — | — | — | — |
| Change in fair value of Interest Rate Swap, net of tax expense of $0.0 | — | — | — | — | — | 0.0 | — | — | — | 0.0 |
| Change in fair value of Cross Currency Swap, net of tax expense of $0.0 | — | — | — | — | — | 0.0 | — | — | — | 0.0 |
| Currency translation adjustments | — | — | — | — | — | (1.4) | — | — | — | (1.4) |
| Balance at September 27, 2025 | 32,693,506 | $0.3 | — | — | $1,715.8 | $5.3 | $1,579.1 | (1,081,252) | $(113.3) | $3,187.2 |
| Net income | — | — | — | — | — | — | 67.4 | — | — | 67.4 |
| Stock-based compensation | — | — | — | — | 3.7 | — | — | — | — | 3.7 |
| Tax withholding for common stock issued under equity incentive plans | — | — | — | — | — | — | — | (1,274) | (0.5) | (0.5) |
| Exercise of equity awards | 8,007 | 0.0 | — | — | 1.4 | — | — | — | — | 1.4 |
| Change in pension and post-retirement plan benefit adjustments, net of tax expense of $0.0 | — | — | — | — | — | 0.0 | — | — | — | 0.0 |
| Issuance of restricted stock, net of forfeitures | (280) | — | — | — | — | — | — | — | — | — |
| Change in fair value of Interest Rate Swap, net of tax expense of $0.0 | — | — | — | — | — | 0.2 | — | — | — | 0.2 |
| Change in fair value of Cross Currency Swap, net of tax benefit of $0.1 | — | — | — | — | — | (0.4) | — | — | — | (0.4) |
| Currency translation adjustments | — | — | — | — | — | 2.1 | — | — | — | 2.1 |
| Balance at December 27, 2025 | 32,701,233 | $0.3 | — | — | $1,720.9 | $7.2 | $1,646.5 | (1,082,526) | $(113.8) | $3,261.1 |

See accompanying notes.

4

**RBC Bearings Incorporated**

### Consolidated Statements of Stockholders’ Equity

_(dollars in millions) · (Unaudited)_

| Line item | Common Stock / Shares | Common Stock / Amount | Preferred Stock / Shares | Preferred Stock / Amount | Additional / Paid-in Capital | Accumulated Other Comprehensive / Income/(Loss) | Retained / Earnings | Treasury Stock / Shares | Treasury Stock / Amount | Total Stockholders’ / Equity |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at March 30, 2024 | 30,227,444 | $0.3 | 4,600,000 | $0.0 | $1,625.2 | $0.7 | $1,216.8 | (1,015,053) | $(91.1) | $2,751.9 |
| Net income | — | — | — | — | — | — | 61.4 | — | — | 61.4 |
| Stock-based compensation | — | — | — | — | 4.2 | — | — | — | — | 4.2 |
| Preferred stock dividends | — | — | — | — | — | — | (5.7) | — | — | (5.7) |
| Tax withholding for common stock issued under equity incentive plans | — | — | — | — | — | — | — | (27,208) | (8.0) | (8.0) |
| Exercise of equity awards | 8,642 | — | — | — | 1.2 | — | — | — | — | 1.2 |
| Change in pension and post-retirement plan benefit adjustments, net of tax benefit of $0.0 | — | — | — | — | — | 0.0 | — | — | — | 0.0 |
| Issuance of restricted stock, net of forfeitures | 27,399 | — | — | — | — | — | — | — | — | — |
| Change in fair value of Interest Rate Swap, net of tax benefit of $0.0 | — | — | — | — | — | (0.1) | — | — | — | (0.1) |
| Currency translation adjustments | — | — | — | — | — | (1.0) | — | — | — | (1.0) |
| Balance at June 29, 2024 | 30,263,485 | $0.3 | 4,600,000 | $0.0 | $1,630.6 | $(0.4) | $1,272.5 | (1,042,261) | $(99.1) | $2,803.9 |
| Net income | — | — | — | — | — | — | 54.2 | — | — | 54.2 |
| Stock-based compensation | — | — | — | — | 4.0 | — | — | — | — | 4.0 |
| Preferred stock dividends | — | — | — | — | — | — | (5.7) | — | — | (5.7) |
| Tax withholding for common stock issued under equity incentive plans | — | — | — | — | — | — | — | (1,469) | (0.4) | (0.4) |
| Early conversion of mandatory convertible preferred stock to common stock | 661 | — | (1,500) | — | — | — | — | — | — | — |
| Exercise of equity awards | 147,484 | — | — | — | 24.0 | — | — | — | — | 24.0 |
| Change in pension and post-retirement plan benefit adjustments, net of tax expense of $0.1 | — | — | — | — | — | 0.6 | — | — | — | 0.6 |
| Issuance of restricted stock, net of forfeitures | (269) | — | — | — | — | — | — | — | — | — |
| Change in fair value of Interest Rate Swap, net of tax benefit of $0.5 | — | — | — | — | — | (1.8) | — | — | — | (1.8) |
| Change in fair value of Cross Currency Swap, net of tax benefit of $0.6 | — | — | — | — | — | (2.1) | — | — | — | (2.1) |
| Currency translation adjustments | — | — | — | — | — | 6.6 | — | — | — | 6.6 |
| Balance at September 28, 2024 | 30,411,361 | $0.3 | 4,598,500 | $0.0 | $1,658.6 | $2.9 | $1,321.0 | (1,043,730) | $(99.5) | $2,883.3 |
| Net income | — | — | — | — | — | — | 57.9 | — | — | 57.9 |
| Stock-based compensation | — | — | — | — | 2.9 | — | — | — | — | 2.9 |
| Preferred stock dividends | — | — | — | — | — | — | (1.0) | — | — | (1.0) |
| Tax withholding for common stock issued under equity incentive plans | — | — | — | — | — | — | — | (417) | (0.2) | (0.2) |
| Conversion of mandatory convertible preferred stock to common stock | 2,029,294 | — | (4,598,500) | — | — | — | — | — | — | — |
| Exercise of equity awards | 33,772 | — | — | — | 4.8 | — | — | — | — | 4.8 |
| Change in pension and post-retirement plan benefit adjustments, net of tax expense of $0.0 | — | — | — | — | — | 0.3 | — | — | — | 0.3 |
| Issuance of restricted stock, net of forfeitures | 14,265 | — | — | — | 0.4 | — | — | — | — | 0.4 |
| Change in fair value of Interest Rate Swap, net of tax expense of $0.1 | — | — | — | — | — | 0.3 | — | — | — | 0.3 |
| Change in fair value of Cross Currency Swap, net of tax expense of $0.7 | — | — | — | — | — | 2.5 | — | — | — | 2.5 |
| Currency translation adjustments | — | — | — | — | — | (12.0) | — | — | — | (12.0) |
| Balance at December 28, 2024 | 32,488,692 | $0.3 | — | — | $1,666.7 | $(6.0) | $1,377.9 | (1,044,147) | $(99.7) | $2,939.2 |

See accompanying notes.

5

**RBC Bearings Incorporated**

### Consolidated Statements of Cash Flows

_(dollars in millions) · (Unaudited)_

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- |
| Cash flows from operating activities: |  |  |
| Net income | $195.9 | $173.5 |
| Adjustments to reconcile net income to net cash provided by operating activities: |  |  |
| Depreciation and amortization | 95.4 | 89.9 |
| Deferred income taxes | 12.8 | (13.4) |
| Amortization of deferred financing costs | 2.4 | 1.7 |
| Stock-based compensation | 23.3 | 20.3 |
| Noncash operating lease expense | 5.3 | 4.6 |
| Loss on disposition of assets | 0.6 | 0.1 |
| Restructuring and other noncash charges | 4.0 | - |
| Changes in operating assets and liabilities, net of acquisitions: |  |  |
| Accounts receivable | 35.8 | (2.4) |
| Inventory | (60.1) | (36.2) |
| Prepaid expenses and other current assets | (0.4) | (4.9) |
| Other noncurrent assets | (16.1) | (2.1) |
| Accounts payable | (4.0) | 14.1 |
| Accrued expenses and other current liabilities | (1.5) | (19.2) |
| Other noncurrent liabilities | 37.1 | (1.6) |
| Net cash provided by operating activities | 330.5 | 224.4 |
| Cash flows from investing activities: |  |  |
| Capital expenditures | (55.4) | (35.6) |
| Acquisition of business | (275.0) | - |
| Net cash used in investing activities | (330.4) | (35.6) |
| Cash flows from financing activities: |  |  |
| Proceeds received from revolving credit facilities | 200.0 | 40.0 |
| Repayments of revolving credit facilities | (5.0) | (60.4) |
| Repayments of term loans | (125.0) | (175.0) |
| Repayments of notes payable | (1.5) | (1.4) |
| Finance fees paid in connection with credit facilities | (1.8) | - |
| Proceeds from mortgage | - | 4.5 |
| Principal payments on finance lease obligations | (3.4) | (3.2) |
| Preferred stock dividends paid | - | (17.2) |
| Exercise of equity awards | 21.7 | 30.0 |
| Tax withholding for common stock issued under equity incentive plans | (13.2) | (8.6) |
| Net cash provided by/(used in) financing activities | 71.8 | (191.3) |
| Effect of exchange rate changes on cash | (1.1) | (0.4) |
| Cash: |  |  |
| Increase/(decrease) during the period | 70.8 | (2.9) |
| Cash, at beginning of period | 36.8 | 63.5 |
| Cash, at end of period | $107.6 | $60.6 |
| Supplemental disclosures of cash flow information: |  |  |
| Cash paid for: |  |  |
| Income taxes | $53.5 | $78.8 |
| Interest | 41.4 | 48.3 |

See accompanying notes.

6

**RBC Bearings Incorporated**

**Notes to Unaudited Interim Consolidated Financial
Statements**

**(dollars in millions, except per-share data)**

**1. Basis of Presentation**

The interim consolidated financial
statements included herein have been prepared by RBC Bearings Incorporated, a Delaware corporation (collectively with its subsidiaries,
the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
The interim financial statements included with this report have been prepared on a consistent basis with the Company’s audited financial
statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 29, 2025 (our
“Annual Report”). We condensed or omitted certain information and footnote disclosures normally included in our annual audited
financial statements, which we prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). As used
in this report, the terms “we,” “us,” “our,” “RBC” and the “Company” mean
RBC Bearings Incorporated and its subsidiaries, unless the context indicates another meaning.

These financial statements
reflect all adjustments, accruals, and estimates, consisting only of items of a normal recurring nature, that are, in the opinion of management,
necessary for the fair presentation of the consolidated financial condition and consolidated results of operations for the interim periods
presented. These financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto
included in our Annual Report.

The results of operations
for the three-month and nine-month periods ended December 27, 2025 are not necessarily indicative of the operating results for the entire
fiscal year ending March 28, 2026. The three-month periods ended December 27, 2025 and December 28, 2024 each included 13 weeks. The nine-month
periods ended December 27, 2025 and December 28, 2024 each included 39 weeks.

All dollar amounts contained
in these financial statements and footnotes are stated in millions, except for per share data.

*VACCO Acquisition*

On July 18, 2025, the Company
acquired VACCO Industries (“VACCO”) from ESCO Technologies Inc. for approximately $275.0, subject to certain adjustments.
Refer to Note 14 for further details regarding this transaction.

**2. Significant Accounting Policies**

The Company’s significant
accounting policies are detailed in “Note 2 - Summary of Significant Accounting Policies” of our Annual Report.

Significant changes to our
accounting policies as a result of adopting new accounting standards are discussed below.

*Recent Accounting Standards Adopted*

None.

7

*Recent Accounting Standards Yet to Be Adopted*

In December 2023, the FASB
issued ASU 2023-09*, Income Taxes (Topic 740)*: Improvements to Income Tax Disclosures. The amendments in ASU 2023-09 address investor
requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate
reconciliation and income taxes paid information. ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024.
As of December 27, 2025, the Company is evaluating the impact the standard will have on its consolidated financial statements.

In November 2024, the FASB
issued ASU 2024-03, Disaggregation of Income Statement Expenses (DISE). The new standard requires disclosure of specific types of expenses
included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. ASU 2024-03
is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15,
2027. As of December 27, 2025, the Company is evaluating the impact the standard will have on its consolidated financial statements.

In September 2025, the FASB
issued ASU 2025-06, Targeted Improvements to the Accounting for Internal Use Software. The new standard amends the existing standard that
refers to various stages of a software development project to align better with current software development methods, such as agile programming.
ASU 2025-06 is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual
reporting periods. As of December 27, 2025, the Company is evaluating the impact the standard will have on its consolidated financial
statements.

**3. Revenue from Contracts with Customers**

*Disaggregation of Revenue*

The following table disaggregates
total revenue by end market which is how we view our reportable segments (see Note 12):

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- | --- | --- |
| Aerospace/Defense | $202.5 | $143.2 | $565.9 | $435.5 |
| Industrial | 259.1 | 251.2 | 787.0 | 763.1 |
| Total | $461.6 | $394.4 | $1,352.9 | $1,198.6 |

The following table disaggregates
total revenue by geographic origin:

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- | --- | --- |
| United States | $413.3 | $348.9 | $1,208.0 | $1,061.4 |
| International | 48.3 | 45.5 | 144.9 | 137.2 |
| Total | $461.6 | $394.4 | $1,352.9 | $1,198.6 |

8

The following table illustrates
the approximate percentage of revenue recognized for performance obligations satisfied over time versus the amount of revenue recognized
for performance obligations satisfied at a point in time:

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- | --- | --- |
| Point-in-time | 95% | 97% | 95% | 97% |
| Over time | 5% | 3% | 5% | 3% |
| Total | 100% | 100% | 100% | 100% |

*Remaining Performance Obligations*

Remaining performance obligations
represent the transaction price of orders meeting the definition of a contract in Accounting Standards Codification (ASC) Topic 606 – *Revenue from Contracts with Customers*, for which work has not been performed or has been partially performed and excludes unexercised
contract options. The duration of the majority of our contracts, as defined by ASC Topic 606, is less than one year. The Company has elected
to apply the practical expedient, which allows the Company to exclude remaining performance obligations with an original expected duration
of one year or less. The aggregate amount of the transaction price allocated to remaining performance obligations for such contracts with
a duration of more than one year was approximately $1,097.2 at December 27, 2025. The Company expects to recognize revenue on approximately
44% and 69% of the remaining performance obligations over the next 12 and 24 months, respectively, with the remainder recognized thereafter.

*Contract Balances*

The timing of revenue recognition,
invoicing and cash collections affect accounts receivable, unbilled receivables (contract assets) and customer advances and deposits (contract
liabilities) on the consolidated balance sheets. These assets and liabilities are reported on the consolidated balance sheets on an individual
contract basis at the end of each reporting period.

*Contract Assets (Unbilled
Receivables)* - Pursuant to the over-time revenue recognition model, revenue may be recognized prior to the customer being invoiced.
An unbilled receivable is recorded to reflect revenue that is recognized when (1) the cost-to-cost method is applied and (2) such revenue
exceeds the amount invoiced to the customer.

As of December 27, 2025 and March 29, 2025, current contract assets
were $21.1 and $6.6, respectively, and are included within prepaid expenses and other current assets on the consolidated balance sheets.
The increase in current contract assets was primarily due to current contract assets acquired as part of the VACCO acquisition and the
recognition of revenue related to the satisfaction or partial satisfaction of performance obligations prior to billing partially offset
by amounts billed to customers during the period. As of December 27, 2025 and March 29, 2025, the Company had noncurrent contract assets
of $9.9 and $0.0, respectively, which were included within other noncurrent assets on the consolidated balance sheets. The increase in
noncurrent contract assets was primarily due to the acquisition of VACCO.

*Contract Liabilities (Deferred
Revenue)* - The Company may receive a customer advance or deposit, or have an unconditional right to receive a customer advance, prior
to revenue being recognized. Since the performance obligations related to such advances may not have been satisfied, a contract liability
is established. Advance payments are not considered a significant financing component as the timing of the transfer of the related goods
or services is at the discretion of the customer.

9

As of December 27, 2025 and
March 29, 2025, current contract liabilities were $58.0 and $32.7, respectively, and included within accrued expenses and other current
liabilities on the consolidated balance sheets. The increase in current contract liabilities was primarily due to current contract liabilities
acquired as part of the VACCO acquisition and advance payments received partially offset by revenue recognized on customer contracts.
For the three and nine months ended December 27, 2025, the Company recognized revenues of $16.3 and $30.3 that were included in the contract
liability balance as of March 29, 2025. For the three and nine months ended December 28, 2024, the Company recognized revenues of $2.4
and $14.0 that were included in the contract liability balance at March 30, 2024.

As of December 27, 2025 and March 29, 2025, noncurrent contract liabilities
were $88.2 and $12.1, respectively, and included within other noncurrent liabilities on the consolidated balance sheets. The increase
in noncurrent contract liabilities was primarily due to the acquisition of VACCO and advance payments received.

*Variable Consideration*

The amount of consideration
to which the Company expects to be entitled in exchange for the goods and services is not generally subject to significant variations.
However, the Company does offer certain customers rebates, prompt payment discounts, end-user discounts, the right to return eligible
products, and/or other forms of variable consideration. The Company estimates this variable consideration using the expected value amount,
which is based on historical experience. The Company includes estimated amounts in the transaction price to the extent it is probable
that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration
is resolved. The Company adjusts the estimate of revenue at the earlier of when the amount of consideration the Company expects to receive
changes or when the consideration becomes fixed. Accrued customer rebates were $49.4 and $40.0 at December 27, 2025 and March 29, 2025,
respectively, and are included within accrued expenses and other current liabilities on the consolidated balance sheets.

**4. Accumulated Other Comprehensive Income/(Loss)**

The components of comprehensive
income/(loss) that relate to the Company are net income, foreign currency translation adjustments, changes in fair value of derivatives,
and pension plan and postretirement benefits.

The following summarizes the
activity within each component of accumulated other comprehensive income/(loss), net of taxes:

| Line item | Currency Translation | Change in Fair Value of Interest Rate Swap | Change in Fair Value of Cross Currency Swap | Pension and Postretirement Liability | Total |
| --- | --- | --- | --- | --- | --- |
| Balance at March 29, 2025 | $(6.5) | $(0.2) | $(0.2) | $5.5 | $(1.4) |
| Reclassification to net income | — | (0.2) | — | — | (0.2) |
| Change in pension and postretirement liability | — | — | — | 0.7 | 0.7 |
| Net gain on foreign currency translation | 14.2 | — | — | — | 14.2 |
| Gain on Interest Rate Swap, net of taxes | — | 0.5 | — | — | 0.5 |
| Loss on Cross Currency Swap, net of taxes | — | — | (6.6) | — | (6.6) |
| Net current period other comprehensive income/(loss) | 14.2 | 0.3 | (6.6) | 0.7 | 8.6 |
| Balance at December 27, 2025 | $7.7 | $0.1 | $(6.8) | $6.2 | $7.2 |

10

**5. Net income Per-share Attributable to Common
Stockholders**

Basic net income per-share
attributable to common stockholders is computed by dividing net income attributable to common stockholders by the weighted average number
of common shares outstanding.

Diluted net income per share
attributable to common stockholders is computed by dividing net income attributable to common stockholders by the sum of the weighted
average number of common shares and dilutive common share equivalents then outstanding using the treasury stock method. Common share equivalents
consist of the incremental common shares issuable upon the exercise of stock options, the vesting of restricted shares, and contingently
issuable shares related to performance-based awards.

We exclude outstanding stock
options, stock awards and contingently issuable shares related to performance-based awards from the calculations if the effect would be
anti-dilutive.

For the three months ended
December 27, 2025, 21,322 employee stock options and no restricted shares were excluded from the calculation of diluted earnings per-share
attributable to common stockholders. For the nine months ended December 27, 2025, 62,267 employee stock options and no restricted shares
were excluded from the calculation of diluted earnings per-share attributable to common stockholders. The inclusion of these employee
stock options would have been anti-dilutive.

For the three months ended
December 28, 2024, 51,783 employee stock options and 130 restricted shares were excluded from the calculation of diluted earnings per-share
attributable to common stockholders. For the nine months ended December 28, 2024, 79,564 employee stock options and 12,605 restricted
shares were excluded from the calculation of diluted earnings per share attributable to common stockholders. The inclusion of these employee
stock options and restricted shares would have been anti-dilutive.

The table below reflects the
calculation of weighted-average shares outstanding for each period presented as well as the computation of basic and diluted net income
per-share attributable to common stockholders.

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- | --- | --- |
| Net income | $67.4 | $57.9 | $195.9 | $173.5 |
| Preferred stock dividends | — | 1.0 | — | 12.4 |
| Net income attributable to common stockholders | $67.4 | $56.9 | $195.9 | $161.1 |
| Denominator for basic net income per share attributable to common stockholders — weighted-average shares outstanding | 31,522,574 | 31,041,126 | 31,463,546 | 29,740,170 |
| Effect of dilution due to contingently issuable shares related to performance-based awards | 5,864 | — | 6,851 | — |
| Effect of dilution due to employee stock awards | 116,154 | 181,497 | 135,937 | 213,713 |
| Denominator for diluted net income per share attributable to common stockholders — weighted-average shares outstanding | 31,644,592 | 31,222,623 | 31,606,334 | 29,953,883 |
| Basic net income per share attributable to common stockholders | $2.14 | $1.83 | $6.23 | $5.42 |
| Diluted net income per share attributable to common stockholders | $2.13 | $1.82 | $6.20 | $5.38 |

11

**6. Fair Value**

Fair value is defined as the
price that would be expected to be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date (exit price). The FASB provides accounting rules that classify the inputs used to measure fair value
into the following hierarchy:

Level 1 – Unadjusted quoted prices in active
markets for identical assets or liabilities.

Level 2 – Unadjusted quoted prices in active
markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that
are not active, or inputs other than quoted prices that are observable for the asset or liability.

Level 3 – Unobservable inputs for the asset
or liability.

Financial assets and liabilities
are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

As a result of the occurrence
of triggering events such as purchase accounting for acquisitions, the Company measures certain assets and liabilities based on Level
3 inputs.

*Financial Instruments*

The Company’s financial instruments consist primarily of cash,
accounts receivable, trade accounts payable, accrued expenses, short-term borrowings, long-term debt (see Note 10), and derivatives in
the form of the Interest Rate Swap (as defined in Note 13) and the Cross Currency Swap (as defined in Note 13).

Due to their short-term nature,
the carrying value of cash, accounts receivable, trade accounts payable, accrued expenses and short-term borrowings are a reasonable estimate
of their fair value. Long-term assets held on our balance sheets related to benefit plan obligations are measured at fair value.

The fair value of the Company’s long-term
fixed-rate debt, based on quoted market prices, was $493.1 and $470.5 at December 27, 2025 and March 29, 2025, respectively. The carrying
value of this debt was $495.9 at December 27, 2025 and $495.1 at March 29, 2025. The fair value of long-term fixed-rate debt was measured
using Level 1 inputs. Due to the nature of fair value calculations for variable-rate debt, the carrying value of the Company’s long-term
variable-rate debt is a reasonable estimate of its fair value.

The fair value of the Interest Rate Swap was a
liability of $0.0 and $0.3 at December 27, 2025 and March 29, 2025, respectively, and was measured using Level 2 inputs. The fair value
of the Interest Rate Swap was included in accrued expenses and other current liabilities on the Company’s consolidated balance sheets.
The Interest Rate Swap, net of taxes, had accumulated other comprehensive gain of $0.1 and loss of $0.2 as of December 27, 2025
and March 29, 2025, respectively, and was included in accumulated other comprehensive income/(loss) on the Company’s consolidated
balance sheets, and in the Company’s consolidated statements of comprehensive income/(loss).

The fair value of the Cross
Currency Swap was a liability of $8.6 and $0.2 at December 27, 2025 and March 29, 2025, respectively, and was measured using Level 2 inputs.
This amount is included in other noncurrent liabilities on the Company’s consolidated balance sheets. The Cross Currency Swap, net
of taxes, had accumulated other comprehensive loss of $6.8 and $0.2 as of December 27, 2025 and March 29, 2025, respectively, and
was included in accumulated other comprehensive income/(loss) on the Company’s consolidated balance sheets, and in the Company’s
consolidated statements of comprehensive income/(loss). The decrease in the fair value of the Cross Currency Swap is primarily due to
the weakening of the USD compared to the CHF during the nine month period ended December 27, 2025.

The Company does not believe
it has significant concentrations of risk associated with the counterparties to its financial instruments.

12

**7. Inventory**

The major classes of inventories
are summarized below:

| Line item | December 27, 2025 | March 29, 2025 |
| --- | --- | --- |
| Raw materials and work in process | 32.2% | 30.8% |
| Finished goods and components | 67.8% | 69.2% |
|  | 100.0% | 100.0% |

**8. Goodwill and Intangible Assets**

***Goodwill***

Goodwill balances, by segment,
consist of the following:

| Line item | Aerospace/Defense | Industrial | Total |
| --- | --- | --- | --- |
| March 29, 2025 | $199.2 | $1,673.0 | $1,872.2 |
| Acquisition(1) | 111.2 | — | 111.2 |
| Currency translation adjustments | — | 4.3 | 4.3 |
| December 27, 2025 | $310.4 | $1,677.3 | $1,987.7 |

(1) Goodwill associated with the acquisition of VACCO as discussed further in Note 14.

***Intangible Assets***

| Line item | Weighted Average Useful Lives (Years) | December 27, 2025 / Gross Carrying Amount | December 27, 2025 / Accumulated Amortization | March 29, 2025 / Gross Carrying Amount | March 29, 2025 / Accumulated Amortization |
| --- | --- | --- | --- | --- | --- |
| Product approvals | 24 | $50.7 | $23.6 | $50.7 | $22.2 |
| Customer relationships and lists (1) | 24 | 1,379.0 | 258.3 | 1,301.0 | 215.1 |
| Trade names (1) | 24 | 224.7 | 48.0 | 217.2 | 41.8 |
| Patents and trademarks | 15 | 10.2 | 6.8 | 10.0 | 6.5 |
| Domain names | 10 | 0.4 | 0.4 | 0.4 | 0.4 |
| Internal-use software (1) | 3 | 22.3 | 11.1 | 21.7 | 14.5 |
| Other (1) | 4 | 37.9 | 5.4 | 1.6 | 1.3 |
|  |  | 1,725.2 | 353.6 | 1,602.6 | 301.8 |
| Non-amortizable repair station certifications | n/a | 24.3 | — | 24.3 | — |
| Total | 23 | $1,749.5 | $353.6 | $1,626.9 | $301.8 |

(1) Includes $76.3 of customer relationships, $7.5 of trade names, $3.1 of internal-use software and $36.2 of funded backlog resulting from the VACCO acquisition.

13

Amortization expense for definite-lived intangible assets for the three-month
periods ended December 27, 2025 and December 28, 2024 was $21.0 and $17.9, respectively. Amortization expense for definite-lived intangible
assets for the nine-month periods ended December 27, 2025 and December 28, 2024 was $59.6 and $53.6, respectively. These amounts are included
in other, net on the Company’s consolidated statements of operations. Estimated amortization expense for the remainder of fiscal
2026 and for the five succeeding fiscal years and thereafter is as follows:

| Remainder of Fiscal 2026 | 25.3 |
| --- | --- |
| Fiscal 2027 | 81.6 |
| Fiscal 2028 | 78.9 |
| Fiscal 2029 | 78.4 |
| Fiscal 2030 | 72.5 |
| Fiscal 2031 | 69.1 |
| Fiscal 2032 and thereafter | 965.8 |

**9. Accrued Expenses and Other Current Liabilities**

The significant components
of accrued expenses and other current liabilities are as follows:

| Line item | December 27, 2025 | March 29, 2025 |
| --- | --- | --- |
| Employee compensation and related benefits | $68.2 | $45.2 |
| Taxes | 7.3 | 11.1 |
| Contract liabilities | 58.0 | 32.7 |
| Accrued rebates | 49.4 | 40.0 |
| Workers compensation and insurance | 0.8 | 0.5 |
| Current finance lease liabilities | 5.7 | 5.9 |
| Interest | 6.7 | 12.2 |
| Legal | 1.5 | 2.1 |
| Returns and warranties | 9.6 | 9.4 |
| Other | 9.1 | 6.9 |
|  | $216.3 | $166.0 |

**10. Debt**

*Domestic Credit Facility*

In fiscal 2022, RBC Bearings
Incorporated, our top holding company, and our Roller Bearing Company of America, Inc. subsidiary (“RBCA”) entered into a
Credit Agreement (the “Credit Agreement”) with Wells Fargo Bank, National Association (“Wells Fargo”), as Administrative
Agent, Collateral Agent, Swingline Lender and Letter of Credit Issuer, and the other lenders party thereto. The Credit Agreement provides
the Company with (a) a $1,300.0 term loan (the “Term Loan”), which was used to fund a portion of the cash purchase price for
the acquisition of Dodge Industrial, Inc. (“Dodge”) and to pay related fees and expenses, and (b) a $500.0 revolving credit
facility (the “Revolving Credit Facility” and together with the Term Loan, the “Facilities”).

Amounts outstanding under the Facilities generally bear interest at
either, at the Company’s option, (a) a base rate determined by reference to the higher of (i) Wells Fargo’s prime lending
rate, (ii) the federal funds effective rate plus 0.50% and (iii) Term SOFR (as defined in the Credit Agreement based on SOFR, the secured
overnight financing rate administered by the Federal Reserve Bank of New York) plus 1.00% or (b) Term SOFR plus a credit spread adjustment
of 0.10% plus a margin ranging from 0.75% to a cap of 1.75% in the case of loans under the Revolving Credit Facility and 2.00% in the
case of the Term Loan depending on the Company’s consolidated ratio of total net debt to consolidated EBITDA (as defined in the
Credit Agreement) from time to time. The Facilities are subject to a SOFR floor of 0.00%. As of December 27, 2025, the Company’s
margin was 1.00% for SOFR loans, the commitment fee rate was 0.175%, and the letter of credit fee rate was 1.00%.

14

The Term Loan matures in November
2026 and amortizes in quarterly installments with the balance payable on the maturity date. The Company can elect to prepay some or all
of the outstanding balance from time to time without penalty, which will offset future quarterly amortization installments. Due to prepayments
previously made, the required future principal payments on the Term Loan are $0 for fiscal 2026 and $288.0 for fiscal 2027.

Originally the Revolving
Credit Facility was to expire in November 2026 but on October 28, 2025, the Credit Agreement was amended to, among other things, (i)
extend the expiration date of the Revolving Credit Facility to October 2030, (ii) eliminate the minimum interest coverage ratio
covenant from the Credit Agreement, and (iii) reduce the margin cap within the pricing grid on Term SOFR-based loans under the
Revolving Credit Facility from 2.00% to 1.75%. All amounts outstanding under the Revolving Credit Facility will be payable on its
expiration date.

In connection with the amendment,
new debt issuance costs totaled $1.8. Additionally, $0.6 of previously unamortized debt issuance costs associated with the Revolving Credit
Facility will now be associated with the new arrangement. The total of $2.4 debt issuance costs will be amortized through the new term
of October 2030. The remaining portion of original debt issuance costs associated with the Term Loan of $1.6 will continue to amortize
through the end of the Term Loan in November 2026.

The Credit Agreement requires the Company to comply
with various covenants, including a maximum Total Net Leverage Ratio (as defined within the Credit Agreement) of 4.50:1.00 (provided that
such maximum ratio may be increased by the Company to 0.50:1.00 for a period of 12 months after the consummation of a material acquisition
(provided that there may be only one such increase in effect at any one time)). As of December 27, 2025 the Company was in compliance
with all debt covenants.

The Credit Agreement allows
the Company to, among other things, make distributions to stockholders, repurchase its stock, incur other debt or liens, or acquire or
dispose of assets provided that the Company complies with certain requirements and limitations of the Credit Agreement.

The Company’s domestic
subsidiaries have guaranteed the Company’s obligations under the Credit Agreement, and the Company’s obligations and the domestic
subsidiaries’ guaranty are secured by a pledge of substantially all of the assets of the Company and its domestic subsidiaries.

As of December 27, 2025, $288.0
was outstanding under the Term Loan, $3.7 of the Revolving Credit Facility was being utilized to provide letters of credit to secure the
Company’s obligations relating to certain insurance programs, and $200.0 of the Revolving Credit Facility had been used to fund
the purchase of VACCO which is discussed in Note 14. The Company had the ability to borrow an additional $296.3 under the Revolving Credit
Facility as of December 27, 2025.

*Senior Notes*

In fiscal 2022, RBCA issued
$500.0 aggregate principal amount of 4.375% Senior Notes due 2029 (the “Senior Notes”). The net proceeds from the issuance
of the Senior Notes were approximately $492.0, after deducting initial purchasers’ discounts and commissions and offering expenses
and were used to fund a portion of the cash purchase price for the acquisition of Dodge.

The Senior Notes were issued
pursuant to an indenture with Wilmington Trust, National Association, as trustee. This indenture contains covenants limiting the ability
of the Company to (i) incur additional indebtedness or guarantee indebtedness, (ii) declare or pay dividends, redeem stock or make other
distributions to stockholders, (iii) make investments, (iv) create liens or use assets as security in other transactions, (v) merge or
consolidate, or sell, transfer, lease or dispose of substantially all of its assets, (vi) enter into transactions with affiliates, and
(vii) sell or transfer certain assets. These covenants contain various exceptions, limitations, and qualifications. At any time that the
Senior Notes are rated investment grade, certain of these covenants will be suspended.

The Senior Notes are guaranteed
jointly and severally on a senior unsecured basis by RBC Bearings and certain of RBCA’s existing and future wholly-owned domestic
subsidiaries that also guarantee the Credit Agreement.

Interest on the Senior Notes
accrues at a rate of 4.375% and is payable semi–annually in cash in arrears on April 15 and October 15 of each year.

The Senior Notes will mature
on October 15, 2029. The Company may redeem some or all of the Senior Notes at any time at the redemption prices set forth in the Indenture,
plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Company sells certain of its assets or experiences
specific kinds of changes in control, the Company must offer to repurchase the Senior Notes.

15

*Foreign Borrowing Arrangements*

One of our foreign subsidiaries,
Schaublin SA, has a CHF 5.0 (approximately $6.2 USD) credit line (the “Foreign Credit Line”) with Credit Suisse (Switzerland)
Ltd. to provide future working capital, if necessary. As of December 27, 2025, $0.1 was being utilized to provide a bank guarantee. Fees
associated with the Foreign Credit Line are nominal.

In July 2024, Swiss Tool Systems,
one of our foreign subsidiaries, purchased the building where it operates for CHF 7.1 (approximately $8.4 USD) and took out a 10-year,
2.9% fixed-rate mortgage on the building for CHF 4.0 (approximately $4.5 USD).

The balances payable under all our borrowing facilities
are as follows:

| Line item | December 27, 2025 | March 29, 2025 |
| --- | --- | --- |
| Revolving and term loan facilities | $488.0 | $418.0 |
| Senior notes | 500.0 | 500.0 |
| Debt issuance costs | (7.7) | (8.3) |
| Other | 9.9 | 10.4 |
| Total debt | 990.2 | 920.1 |
| Less: current portion | 288.6 | 1.7 |
| Long-term debt | $701.6 | $918.4 |

**11. Income Taxes**

The Company files income tax
returns in numerous U.S. and foreign jurisdictions, with returns subject to examination for varying periods, but generally back to and
including the year ending April 2, 2022, although certain tax credits generated in earlier years are open under statute from March 29,
2008. The Company is no longer subject to U.S. federal tax examination by the Internal Revenue Service for years ending before April 2,
2022.

The effective income tax rates
for the three-month periods ended December 27, 2025 and December 28, 2024, were 24.6% and 22.5%, respectively. In addition to discrete
items, the effective income tax rates for both these periods were different from the U.S. statutory rates due to the foreign-derived intangible
income provision and U.S. credit for increasing research activities, which decreased the rate, and state income taxes, foreign income
taxes, and nondeductible compensation, which increased the rate.

16

The effective income tax rate
for the three-month period ended December 27, 2025 of 24.6% included $0.5 of discrete tax benefits associated with stock-based compensation
offset by $2.0 of other items, including a $0.7 change to deferred taxes associated with new state tax filings and $1.1 from estimated
liabilities and interest in those states for prior years. The effective income tax rate without discrete items for the three-month period
ended December 27, 2025 would have been 22.9%. The effective income tax rate for the three-month period ended December 28, 2024 of 22.5%
included $0.8 of discrete tax benefits associated with stock-based compensation. The effective income tax rate without discrete items
for the three-month period ended December 28, 2024 would have been 23.5%. The Company believes it is reasonably possible that some of
its unrecognized tax positions may be effectively settled within the next 12 months due to the closing of audits and the statute of limitations
expiring in various jurisdictions. The decrease in the Company’s unrecognized tax positions, pertaining primarily to federal and
state credits and state tax, is estimated to be approximately $1.3.

The effective income tax rate
for the nine-month period ended December 27, 2025 was 24.8% compared to 22.5% for the nine-month period ended December 28, 2024. The effective
income tax rate for the nine-month period ended December 27, 2025 of 24.8% included $4.5 of discrete tax benefits associated with stock-based
compensation offset by $7.0 of other discrete tax expenses, including a $2.3 change to deferred taxes related to the acquisition of VACCO,
a $0.7 change to deferred taxes associated with new state filings and $1.1 from estimated liabilities and interest in those states for
prior years. The effective income tax rate without discrete items for the nine-month period ended December 27, 2025 would have been 23.8%.
The effective income tax rate for the nine-month period ended December 28, 2024 of 22.5% included $2.5 of discrete tax benefits associated
with stock-based compensation partially offset by $0.1 of other discrete tax expenses. The effective income tax rate without discrete
items for the nine-month period ended December 28, 2024 would have been 23.6%.

*Global Minimum Tax*

In October 2021, the Organisation
for Economic Co-operation and Development (“OECD”) announced an Inclusive Framework on Base Erosion and Profit Shifting including
Pillar Two Model Rules defining the global minimum tax, which calls for the taxation of large multinational corporations at a minimum
rate of 15%. Subsequently multiple sets of administrative guidance have been issued. Many non-US tax jurisdictions have either recently
enacted legislation to adopt certain components of the Pillar Two Model Rules beginning in 2024 with the adoption of additional components
in later years or announced their plans to enact legislation in future years. The Company has performed an assessment of the potential
impact to its income taxes as a result of Pillar Two and believes that it can avail itself of the transitional safe harbor rules in all
jurisdictions in which the Company operates. We will continue to monitor both the U.S. and international legislative developments related
to Pillar Two to assess for any potential impacts. We are continuing to evaluate the impacts of enacted legislation and pending legislation
to enact Pillar Two Model Rules in the non-US tax jurisdictions in which we operate.

*One Big Beautiful Bill Act*

On July 4, 2025, the U.S. enacted new legislation,
Public Law No: 119-21, The One Big Beautiful Bill Act (“The Act”). The Act includes several U.S. corporate tax provisions, including
restoring immediate deductibility of certain capital expenditures, restoring full expensing of domestic research and development costs,
and changes in the computations of U.S. taxation on international earnings. As the Company continues to analyze the changes in tax law,
we expect the provisions of the legislation to result in a favorable timing shift in our U.S. cash tax payments, with no material impact
on our fiscal 2026 effective tax rate. We estimate the cash benefit resulting from the Act for fiscal year 2026 will be between $25.0
and $30.0.

17

**12. Reportable Segments**

The Company operates through
two operating segments and reports its financial results based on how its chief operating decision maker makes operating decisions, assesses
the performance of the business, and allocates resources. Our operating segments are our reportable segments. These reportable segments
are Aerospace/Defense and Industrial and are described below.

***Aerospace/Defense.*** This segment represents the end markets for the Company’s highly engineered bearings and precision components used in commercial
aerospace, defense aerospace, defense marine, defense ground vehicles, missiles and guided munitions, and space and satellite applications.
We supply precision products for many of the commercial aircraft currently operating worldwide and are the primary bearing supplier for
many of the aircraft OEMs’ product lines. Commercial and defense aerospace customers generally require precision products, often
constructed of special materials and made to unique designs and specifications. Many of our aerospace bearings and engineered component
products are designed and certified during the original development of the aircraft being served, which often makes us the primary bearing
supplier for the life of that aircraft.

***Industrial.*** This
segment represents the end markets for the Company’s highly engineered bearings and precision components used in various industrial
applications including: construction, mining, forestry, energy, agricultural and other machinery; aggregate and cement handling; food
and beverage manufacturing; grain, and agricultural product handling; metals and mining material handling; chemicals, oil and gas production;
warehousing and logistics; manufacturing automation and semiconductor equipment; power generation; waste and water management; rail and
transportation. Our products target market applications in which our engineering and manufacturing capabilities provide us with a competitive
advantage in the marketplace.

The Company’s chief
operating decision maker (“CODM”) is the President and Chief Executive Officer. The CODM uses segment gross margin as the
primary measurement of profitability. On a monthly basis, the CODM considers budget-to-actual variances and historical trends for gross
margin when making decisions about allocating capital to segments.

Segment performance is evaluated
based on segment net sales and gross margin. Where not separately disclosed, corporate costs are allocated to each segment. Identifiable
assets by reportable segment consist of those directly identified with the segment’s operations.

18

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- | --- | --- |
| Net External Sales: |  |  |  |  |
| Aerospace/Defense | $202.5 | $143.2 | $565.9 | $435.5 |
| Industrial | 259.1 | 251.2 | 787.0 | 763.1 |
|  | $461.6 | $394.4 | $1,352.9 | $1,198.6 |
| Cost of Sales: |  |  |  |  |
| Aerospace/Defense | $121.3 | $85.3 | $337.6 | $257.7 |
| Industrial | 135.9 | 134.2 | 415.1 | 408.2 |
|  | $257.2 | $219.5 | $752.7 | $665.9 |
| Gross Margin: |  |  |  |  |
| Aerospace/Defense | $81.2 | $57.9 | $228.3 | $177.8 |
| Industrial | 123.2 | 117.0 | 371.9 | 354.9 |
|  | $204.4 | $174.9 | $600.2 | $532.7 |
| Reconciliation of gross margin to income before income taxes: |  |  |  |  |
| Selling, general and administrative | $(77.9) | $(70.1) | $(229.2) | $(207.2) |
| Other, net | (23.5) | (19.2) | (69.1) | (56.3) |
| Interest expense, net | (13.0) | (14.2) | (38.6) | (47.0) |
| Other non-operating (expense)/income | (0.7) | 3.3 | (2.9) | 1.8 |
| Income before income taxes | $89.3 | $74.7 | $260.4 | $224.0 |
| Capital Expenditures: |  |  |  |  |
| Aerospace/Defense | $12.2 | $3.0 | $27.5 | $12.2 |
| Industrial | 5.9 | 6.4 | 15.9 | 21.3 |
| Corporate | 4.9 | 1.0 | 12.0 | 2.1 |
|  | $23.0 | $10.4 | $55.4 | $35.6 |
| Depreciation & Amortization: |  |  |  |  |
| Aerospace/Defense | $9.3 | $5.3 | $23.5 | $15.8 |
| Industrial | 21.9 | 23.3 | 66.9 | 71.1 |
| Corporate | 1.7 | 1.1 | 5.0 | 3.0 |
|  | $32.9 | $29.7 | $95.4 | $89.9 |
| Geographic External Sales: |  |  |  |  |
| Domestic | $413.3 | $348.9 | $1,208.0 | $1,061.4 |
| Foreign (1) | 48.3 | 45.5 | 144.9 | 137.2 |
|  | $461.6 | $394.4 | $1,352.9 | $1,198.6 |

| Line item | December 27, 2025 | March 29, 2025 |
| --- | --- | --- |
| Total Assets: |  |  |
| Aerospace/Defense | $1,461.1 | $1,010.8 |
| Industrial | 3,557.9 | 3,594.0 |
| Corporate | 122.6 | 80.4 |
|  | $5,141.6 | $4,685.2 |
| Geographic Long-Lived Assets: |  |  |
| Domestic | $390.8 | $347.0 |
| Foreign (2) | 84.9 | 70.6 |
|  | $475.7 | $417.6 |

(1) Primarily attributable to Switzerland,
Canada, and Mexico.

(2) Primarily attributable to Switzerland
and Mexico.

19

**13. Derivative Financial Instruments**

The Company is exposed to
certain risks relating to its ongoing business operations, including market risks relating to fluctuations in interest rates and foreign
exchange rates. Derivative financial instruments are recognized on the consolidated balance sheets as either assets or liabilities and
are measured at fair value. Changes in the fair values of derivatives are recorded each period in earnings or accumulated other comprehensive
income/(loss), depending on whether a derivative is effective as part of a hedged transaction. Gains and losses on derivative instruments
reported in accumulated other comprehensive income/(loss) are subsequently included in earnings in the periods in which earnings are
affected by the hedged item. The Company does not use derivative instruments for speculative purposes.

In fiscal 2023, the Company
entered into a three-year U.S. dollar-denominated interest rate swap ( the “Interest Rate Swap”) with a third-party financial
counterparty under the Credit Agreement (see Note 10). The Interest Rate Swap was executed to protect the Company from interest rate volatility
on our variable-rate Term Loan. The Interest Rate Swap became effective December 30, 2022 and is comprised of a $600.0 notional with a
maturity of three years. The notional was $100.0 as of December 27, 2025. We receive a variable rate based on one-month Term SOFR and
pay a fixed rate of 4.455%. The notional on the Interest Rate Swap amortizes as follows:

Year 1: $600.0

Year 2: $400.0

Year 3: $100.0

The Interest Rate Swap has
been designated as a cash flow hedge of the variability of the first unhedged interest payments (the hedged transactions) paid over the
hedging relationship’s specified time period of three years attributable to the borrowing’s contractually specified interest
index on the hedged principal of its general borrowing program or replacement or refinancing thereof. The fair value of the Interest Rate
Swap has been disclosed in Note 6. The accumulated other comprehensive income derivative component balance, net of taxes, was a $0.1 gain
and a $0.2 loss at December 27, 2025 and March 29, 2025, respectively. The gain/loss reclassified from accumulated other comprehensive
income/(loss) into earnings will be recorded as interest income/expense on the Interest Rate Swap and will be included in the operating
section of the Company’s consolidated statements of cash flows. The Interest Rate Swap ended on December 30, 2025 as mentioned in
Note 15.

On August 12, 2024, the Company
entered into a three-year cross currency swap (the “Cross Currency Swap”) with a third-party financial counterparty. The
objective of the Cross Currency Swap is to economically hedge the Company’s net investment in its lower-tier European subsidiary,
Schaublin, against adverse changes in the Swiss franc/U.S. dollar exchange rate. The Cross Currency Swap is based upon a net investment
of CHF 69.4 ($80.0 USD) notional amount with a three-year maturity date. RBC receives a fixed U.S. dollar amount on a month-to-month
basis based upon a fixed annual rate of 2.77% of the notional amount. At maturity, RBC will net-settle the principal of the Cross Currency
Swap in cash with the counterparty. The fair value of the Cross Currency Swap has been disclosed in Note 6. The accumulated other comprehensive
income derivative component balance, net of taxes, was a $6.8 loss and $0.2 loss at December 27, 2025 and March 29, 2025, respectively.
The decrease in the fair value of the Cross Currency Swap is primarily due to the weakening of the USD compared to the CHF during the
nine month period ended December 27, 2025.

**14. VACCO Acquisition**

On July 18, 2025, the Company
acquired the issued and outstanding capital stock of VACCO from ESCO Technologies Inc. for approximately $275.0, subject to certain adjustments
(see Note 15). The purchase price was paid with cash, $200.0 of which was drawn from the Revolving Credit Facility, and the remaining
$75.0 was paid from cash on hand. VACCO, which is based in South El Monte, California, is a manufacturer of valves, manifolds, regulators,
filters and other precision components and subsystems for space and naval defense applications. This acquisition further broadened our
extensive design, engineering and manufacturing capabilities, expanded our product portfolio, and added to our strong customer relationships.
For federal income tax purposes, the Company made a Section 338(h)(10) election that will result in certain tax benefits in the future.
The Company is still evaluating the tax benefits that will be recognized as a result of this election.

20

Acquisition costs incurred
in the three- and nine- month periods ended December 27, 2025 totaled $0.4 and $1.4 and were recorded as period expenses and included
within other, net within the consolidated statements of operations. The Company accounted for the transaction as a business combination
for accounting purposes and VACCO is included within the aerospace/defense segment of the business. The preliminary purchase price allocation
is subject to change pending a final valuation of the assets and liabilities acquired, specifically the acquired intangible assets. The
assets acquired and liabilities assumed were recorded based on their fair values at the date of acquisition as follows:

_July 18, 2025_

|  |  |
| --- | --- |
| Accounts receivable | $11.2 |
| Current contract assets | 15.2 |
| Inventory | 64.0 |
| Prepaid expenses | 2.0 |
| Property, plant and equipment | 40.6 |
| Noncurrent contract assets | 2.5 |
| Goodwill | 111.2 |
| Other intangible assets | 123.1 |
| Other noncurrent assets | 0.7 |
| Accounts payable | (6.9) |
| Current contract liabilities | (38.9) |
| Accrued expenses | (14.9) |
| Non-current contract liabilities | (34.8) |
| Net assets acquired | $275.0 |

The goodwill associated with
this acquisition is the result of expected synergies from combining operations of the acquired business with the Company’s operations
and intangible assets that do not qualify for separate recognition, such as an assembled workforce.

The fair value of the identifiable
intangible assets of $123.1 was determined using the income approach and consists primarily of customer relationships, funded backlog,
and a trade name. Specifically, a multi-period, excess earnings method was utilized for the customer relationships and funded backlog,
and the relief-from-royalty method was utilized for the trade name. The fair value of these intangible assets is being amortized on a
straight-line basis between four and 22 years.

**15. Subsequent Events**

On December 30, 2025, the
Interest Rate Swap originally entered into during fiscal 2023 reached its maturity and is no longer effective.

Since December 27, 2025, the
Company paid down $67.0 on the Term Loan, reducing the outstanding balance to $221.0.

On January 5, 2026, the purchase
price for the issued and outstanding capital stock of VACCO was finalized, as a result of which the Company paid ESCO an additional $1.7.
The final purchase price was $276.7.

21

## Item 2. Management’s
Discussion and Analysis of Financial Condition and Results of Operations

All dollar amounts in this
MD&A presentation are stated in millions except for per share amounts and backlog.

**Cautionary Statement as to Forward-Looking
Information**

The objective of the discussion
and analysis is to provide material information relevant to an assessment of the financial condition and results of operations of the
Company including an evaluation of the amounts and certainty of cash flows from operations and from outside sources.

The information in this discussion
contains “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 which are subject to the “safe harbor” created by those sections. All statements, other
than statements of historical facts, included in this quarterly report on Form 10-Q regarding our strategy, future operations, future
financial position, future revenues, projected costs, prospects and plans and objectives of management are “forward-looking statements”
as the term is defined in the Private Securities Litigation Reform Act of 1995.

The words “anticipates,”
“believes,” “estimates,” “expects,” “intends,” “may,” “plans,”
“projects,” “will,” “would” and similar expressions are intended to identify forward-looking statements,
although not all forward-looking statements contain these identifying words. 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. Actual results
or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that we make.
These forward-looking statements involve risks and uncertainties that could cause our actual results to differ materially from those in
the forward-looking statements, including, without limitation: (a) the bearing and engineered products industries are highly competitive,
and this competition could reduce our profitability or limit our ability to grow; (b) the loss of a major customer, or a material adverse
change in a major customer’s business, could result in a material reduction in our revenues, cash flows and profitability; (c) weakness
in any of the industries in which our customers operate, as well as the cyclical nature of our customers’ businesses generally, could
materially reduce our revenues, cash flows and profitability; (d) future reductions or changes in U.S. government spending could negatively
affect our business; (e) fluctuating supply and costs of subcomponents, raw materials and energy resources, could materially reduce our
revenues, cash flows and profitability; (f) our results could be impacted by U.S. governmental trade policies and tariffs relating to
the components and supplies we import from foreign vendors and foreign governmental trade policies and tariffs relating to our finished
goods exported to other countries; (g) some of our products are subject to certain approvals and government regulations and the loss of
such approvals, or our failure to comply with such regulations, could materially reduce our revenues, cash flows and profitability; (h)
the retirement of commercial aircraft could reduce our revenues, cash flows and profitability; (i) work stoppages and other labor problems
could materially reduce our ability to operate our business; (j) unexpected equipment failures, catastrophic events or capacity constraints
could increase our costs and reduce our sales due to production curtailments or shutdowns; (k) we may not be able to continue to make
the acquisitions necessary for us to realize our growth strategy; (l) businesses that we have acquired (such as Dodge or VACCO) or that
we may acquire in the future may have liabilities that are not known to us; (m) goodwill and indefinite-lived intangibles comprise a significant
portion of our total assets, and if we determine that goodwill and indefinite-lived intangibles have become impaired in the future, our
results of operations and financial condition in such years may be materially and adversely affected; (n) we depend heavily on our senior
management and other key personnel, the loss of whom could materially affect our financial performance and prospects; (o) our international
operations are subject to risks inherent in such activities; (p) currency translation risks may have a material impact on our results
of operations; (q) we may incur material losses for product liability and recall-related claims; (r) our intellectual property and proprietary
information are valuable, and any inability to protect them could adversely affect our business and results of operations; in addition,
we may be subject to infringement claims by third parties; (s) cancellation of orders in our backlog could negatively impact our revenues,
cash flows and profitability; (t) our failure to maintain effective disclosure controls and procedures and internal control over financial
reporting could result in material misstatements in our financial statements and a failure to meet our reporting and financial obligations,
each of which could have a material adverse effect on the Company’s financial condition and the trading price of our common stock;
(u) risks associated with utilizing information technology systems could adversely affect our operations; (v) our quarterly performance
can be affected by the timing of government product inspections and approvals; (w) we incurred substantial debt in order to complete the
Dodge and VACCO acquisitions, which could constrain our business and exposes us to the risk of defaults under our debt instruments; (x)
increases in interest rates would increase the cost of servicing the Term Loan and Revolving Credit Facility and could reduce our profitability;
and (y) fluctuations in foreign exchange rates could impact future earnings and cash flows related to the Cross Currency Swap. Additional
information regarding these and other risks and uncertainties is contained in our periodic filings with the SEC, including, without limitation,
the risks identified under the heading “Risk Factors” set forth in our Annual Report. Our forward-looking statements do not
reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make. We do not
intend, and undertake no obligation, to update or alter any forward-looking statement.

22

The following section is
qualified in its entirety by the more detailed information, including our financial statements and the notes thereto, that appears elsewhere
in this Quarterly Report.

**Overview**

We are a leading international
manufacturer of highly engineered precision bearings, components and essential systems for the aerospace, defense, and industrial industries.
Our precision solutions are integral to the manufacture and operation of most machines and mechanical systems, reduce wear to moving parts,
facilitate proper power transmission, and reduce damage and energy loss caused by friction. While we manufacture products in all major
bearing categories, we focus primarily on the higher end of the bearing market where we believe our value-added manufacturing and engineering
capabilities enable us to differentiate ourselves from our competitors and enhance profitability. We believe our unique expertise has
enabled us to garner leading positions in many of the product markets in which we primarily compete. With 62 facilities in 11 countries,
of which 42 are manufacturing facilities, we have been able to significantly broaden our end markets, products, customer base, and geographic
reach. We have a fiscal year consisting of 52 or 53 weeks, ending on the Saturday closest to March 31. Based on this policy, fiscal
2026 will have 52 weeks and fiscal 2025 had 52 weeks. Both the third quarter of fiscal 2026 and the third quarter of fiscal 2025 had 13
weeks.

We currently operate under
two reportable business segments – Aerospace/Defense and Industrial:

- ***Aerospace/Defense.*** This segment represents the end markets for the Company’s highly engineered bearings and precision components used in commercial aerospace, defense aerospace, defense marine, defense ground vehicles, missiles and guided munitions, and space and satellite applications. We supply precision products for many of the commercial aircraft currently operating worldwide and are the primary bearing supplier for many of the aircraft OEMs’ product lines. Commercial and defense aerospace customers generally require precision products, often constructed of special materials and made to unique designs and specifications. Many of our aerospace bearings and engineered component products are designed and certified during the original development of the aircraft being served, which often makes us the primary bearing supplier for the life of that aircraft.
- ***Industrial.*** This segment represents the end markets for the Company’s highly engineered bearings and precision components used in various industrial applications including: construction, mining, forestry, energy, agricultural and other machinery; aggregate and cement handling; food and beverage manufacturing; grain, and agricultural product handling; metals and mining material handling; chemicals, oil and gas production; warehousing and logistics; manufacturing automation and semiconductor equipment; power generation; waste and water management; rail and transportation. Our products target market applications in which our engineering and manufacturing capabilities provide us with a competitive advantage in the marketplace.

We use gross margin as the
primary measurement to assess the financial performance of each reportable segment. End market and channel sales within our segments
are based on internal definitions and metrics considered by management and are periodically reviewed and updated prospectively.

The markets for our products
are cyclical, and we have endeavored to mitigate this cyclicality by entering into single and sole-source relationships and long-term
purchase agreements, through diversification across multiple market segments within the Aerospace/Defense and Industrial segments, by
increasing sales to the aftermarket, and by focusing on developing highly customized solutions.

Currently, our strategy is
built around maintaining our role as a leading manufacturer of highly engineered bearings and precision components through the following
efforts:

- ***Developing  innovative solutions*.** By leveraging our design and manufacturing expertise and our  extensive customer relationships, we continue to develop new products for markets in which  there are substantial growth opportunities.
- ***Expanding  customer base and penetrating end markets*.** We continually seek opportunities to access  new customers, geographic locations and bearing platforms with existing products or profitable  new product opportunities.

23

- ***Increasing  aftermarket sales.*** We believe that increasing our aftermarket sales of replacement  parts will further enhance the continuity and predictability of our revenues and enhance  our profitability. Such sales include sales to third party distributors, and sales to OEMs  for replacement products and aftermarket services. We can further increase the percentage  of our revenues derived from the replacement market by continuing to implement several initiatives.
- ***Pursuing selective acquisitions.*** The acquisition of businesses that complement or expand our operations has been and  continues to be an important element of our business strategy. We believe that there will  continue to be consolidation within the industry that may present us with acquisition opportunities.

We have demonstrated expertise in acquiring
and integrating bearing and precision engineered component manufacturers that have complementary products or distribution channels and
have provided significant margin enhancement. We have consistently increased the profitability of acquired businesses through a process
of methods and systems improvement coupled with the introduction of complementary and proprietary new products. Since 1992 we have completed
30 acquisitions, including VACCO, which we acquired on July 18, 2025. These acquisitions have broadened our end markets, products, customer
base, and geographic reach.

**Outlook**

Our net sales for the three-month
period ended December 27, 2025 increased 17.0% compared to the same period last fiscal year. The increase in net sales was a result of
a 41.5% increase in our Aerospace/Defense segment and a 3.1% increase in our Industrial segment. $29.2 of sales included within this quarter
came from VACCO. Our backlog as of December 27, 2025 was $2.1 billion, which included $0.5 billion of VACCO backlog, compared to $0.9
billion of total backlog as of March 29, 2025. Our backlog includes orders with specific conditions (such as the timing of delivery or
the requirement to obtain funding approvals prior to commencing work) and/or that are cancellable at the customer’s discretion.
As of December 27, 2025, approximately $1.1 billion of our backlog is related to the marine business.

We continue to see the expansion of our commercial aerospace business,
which experienced a 21.5% increase in net sales for the three-month period ended December 27, 2025, versus the same period last fiscal
year. We anticipate this growth to continue through the rest of the current fiscal year and beyond. Orders have continued to grow as evidenced
by the increase in our backlog. Defense sales, which represented approximately 40.6% of segment sales during the quarter, were up 86.2%
year over year. We expect this growth to continue throughout the current fiscal year and beyond as we are adding capacity to fulfill the
substantial number of defense orders in our backlog. Our industrial business continued to demonstrate strength in distribution across
several major end markets, including food & beverage, warehousing, and aggregate & cement.

The Company expects net sales
to be approximately $495.0 to $505.0 in the fourth quarter of fiscal 2026, compared to $437.7 in the fourth quarter of the prior year,
for a growth rate of 13.1% to 15.4%. Excluding net sales from VACCO, net sales are expected to grow 6.4% to 8.7% compared to the fourth
quarter of the prior year.

We believe that operating
cash flows and available credit under the Revolving Credit Facility will provide adequate resources to fund internal growth initiatives
for the foreseeable future, including at least the next 12 months. As of December 27, 2025, we had cash of $107.6, of which approximately
$32.6 was cash held by our foreign operations.

24

**Results of Operations**

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change | Three Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Total net sales | $461.6 | $394.4 | $67.2 | 17.0% |
| Net income attributable to common stockholders | $67.4 | $56.9 | $10.5 | 18.5% |
| Net income per-share attributable to common stockholders: diluted | $2.13 | $1.82 |  |  |
| Weighted average common shares: diluted | 31,644,592 | 31,222,623 |  |  |

Our net sales for the three-month
period ended December 27, 2025 increased 17.0% compared to the same period last fiscal year. Net sales in our Industrial segment increased
3.1% year over year. Net sales to the aggregate & cement, food & beverage, and warehousing markets increased during the period
while mining and grain sales showed weakness compared to the prior year. Net sales in our Aerospace/Defense segment increased 41.5% year
over year, led by Defense sales, which were up 86.2% compared to the same period in the prior fiscal year, driven by marine and the acquisition
of VACCO. Commercial OEM and aftermarket sales increased 21.5% compared to the same period in the prior fiscal year. The increase in commercial
aerospace sales reflected growth in orders from large OEMs as build rates escalated.

Net income attributable to
common stockholders for the third quarter of fiscal 2026 was $67.4 compared to $56.9 for the same period last fiscal year.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change | Nine Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Total net sales | $1,352.9 | $1,198.6 | $154.3 | 12.9% |
| Net income attributable to common stockholders | $195.9 | $161.1 | $34.8 | 21.6% |
| Net income per-share attributable to common stockholders: diluted | $6.20 | $5.38 |  |  |
| Weighted average common shares: diluted | 31,606,334 | 29,953,883 |  |  |

Our net sales for the nine-month
period ended December 27, 2025 increased 12.9% compared to the same period last fiscal year. Net sales in our Industrial segment increased
3.1% compared to the prior fiscal year. Net sales to the aggregate & cement, food & beverage, forest products, and warehousing
markets increased during the period while power generation and semicon showed weakness compared to the prior year. Net sales in our Aerospace/Defense
segment increased 30.0% year over year. The increase in sales was led by Defense sales, which were up 55.1% compared to the same period
in the prior fiscal year, driven by marine and the acquisition of VACCO. Commercial OEM and aftermarket sales increased 17.6% compared
to the same period in the prior fiscal year. The increase in commercial aerospace sales reflected growth in orders from large OEMs as
build rates escalated, as well as expansion in the aftermarket.

Net income attributable to
common stockholders for the nine months ended December 27, 2025 was $195.9 compared to $161.1 for the same period last fiscal year.

25

***Gross Margin***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change | Three Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Gross Margin | $204.4 | $174.9 | $29.5 | 16.9% |
| % of net sales | 44.3% | 44.3% |  |  |

Gross margin remained strong
at 44.3% of net sales for the third quarter of fiscal 2026 compared to 44.3% for the third quarter of fiscal 2025. The increase in gross
margin was primarily driven by volume. Gross margin for the third quarter of fiscal 2026 included $4.2 of unfavorable purchase accounting
adjustments associated with the VACCO acquisition.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change | Nine Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Gross Margin | $600.2 | $532.7 | $67.5 | 12.7% |
| % of net sales | 44.4% | 44.4% |  |  |

Gross margin remained strong
at 44.4% of net sales for the nine months ended December 27, 2025 compared to 44.4% for the same period last fiscal year. The increase
in gross margin was primarily driven by volume. Gross margin in fiscal 2026 was impacted by $2.9 in restructuring costs related to inventory
rationalization efforts at one of our manufacturing plants and $7.5 of unfavorable purchase accounting adjustments associated with the
VACCO acquisition.

***Selling, General and Administrative***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change | Three Months Ended / % Change |
| --- | --- | --- | --- | --- |
| SG&A | $77.9 | $70.1 | $7.8 | 11.1% |
| % of net sales | 16.9% | 17.8% |  |  |

SG&A for the third quarter
of fiscal 2026 was $77.9, or 16.9% of net sales, as compared to $70.1, or 17.8% of net sales, for the same period of fiscal 2025. The
increase in SG&A was primarily driven by our continued investment in human capital as we grow the business and $4.1 from the inclusion
of VACCO.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change | Nine Months Ended / % Change |
| --- | --- | --- | --- | --- |
| SG&A | $229.2 | $207.2 | $22.0 | 10.6% |
| % of net sales | 16.9% | 17.3% |  |  |

SG&A for the nine months
ended December 27, 2025 was $229.2, or 16.9% of net sales, as compared to $207.2, or 17.3% of net sales, for the same period of fiscal
2025. The increase in SG&A was primarily driven by increased personnel costs and $7.0 from the inclusion of VACCO.

26

***Other, Net***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change | Three Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Other, net | $23.5 | $19.2 | $4.3 | 22.4% |
| % of net sales | 5.1% | 4.8% |  |  |

Other operating expenses for
the third quarter of fiscal 2026 totaled $23.5 compared to $19.2 for the same period last fiscal year. For the third quarter of fiscal
2026, other operating expenses included $21.0 million of amortization of intangible assets, $0.4 million of acquisition costs, $0.2 of
restructuring costs and $1.9 million of other items. $3.7 of the amortization expense was related to acquired intangible assets from the
VACCO deal. For the third quarter of fiscal 2025, other operating expenses included $17.9 of amortization of intangible assets, $0.1 of
restructuring costs and $1.2 of other items.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change | Nine Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Other, net | $69.1 | $56.3 | $12.8 | 22.7% |
| % of net sales | 5.1% | 4.7% |  |  |

Other operating expenses for
the first nine months of fiscal 2026 totaled $69.1 compared to $56.3 for the same period last fiscal year. For the first nine months of
fiscal 2026, other operating expenses were comprised primarily of $59.6 of amortization of intangible assets, $1.4 of acquisition costs,
$4.0 of restructuring costs and $4.1 of other items. $6.4 of the amortization expense incurred during the period was related to acquired
intangible assets from the VACCO deal. For the first nine months of fiscal 2025, other operating expenses were comprised primarily of
$53.6 of amortization of intangible assets, $0.6 of restructuring costs and $2.1 of other items.

***Interest Expense, Net***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change |  |
| --- | --- | --- | --- | --- |
| Interest expense, net | $13.0 | $14.2 | $(1.2) | )% |
| % of net sales | 2.8% | 3.6% |  |  |

Interest expense, net, consists
of interest charged on the Company’s debt agreements and amortization of deferred financing fees, offset by interest income (see
“Liquidity and Capital Resources” below).

Interest expense, net, was
$13.0 for the third quarter of fiscal 2026 compared to $14.2 for the same period last fiscal year. The decrease in interest expense between
the periods was due to the reduction of the Term Loan, partially offset by the impact of a $200.0 draw on the Revolving Credit Facility
during the second quarter of fiscal 2026 to fund part of the VACCO acquisition. In addition, the Cross Currency Swap has enabled us to
better manage interest costs.

27

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change |  |
| --- | --- | --- | --- | --- |
| Interest expense, net | $38.6 | $47.0 | $(8.4) | )% |
| % of net sales | 2.9% | 3.9% |  |  |

Interest expense, net, was
$38.6 for the first nine months of fiscal 2026 compared to $47.0 for the same period last fiscal year. The decrease was mainly attributable
to the reduction of the Term Loan, partially offset by the impact of a $200.0 draw on the Revolver to fund the VACCO acquisition. In addition,
the Cross Currency Swap has enabled us to better manage interest costs.

***Other Non-Operating (Income)/Expense***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change |  |
| --- | --- | --- | --- | --- |
| Other non-operating (income) / expense | $0.7 | $(3.3) | $4.0 | )% |
| % of net sales | 0.2% | (0.8 |  |  |

Other non-operating expenses
were $0.7 for the third quarter of fiscal 2026 compared to $3.3 of other non-operating income for the same period in the prior fiscal
year and consisted primarily of post-retirement benefit costs and foreign exchange gains and losses.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change |  |
| --- | --- | --- | --- | --- |
| Other non-operating (income) / expense | $2.9 | $(1.8) | $4.7 | )% |
| % of net sales | 0.2% | (0.1 |  |  |

Other non-operating expenses
were $2.9 for the first nine months of fiscal 2026 compared to $1.8 of other non-operating income for the same period in the prior fiscal
year and consisted primarily of post-retirement benefit costs and foreign exchange gains and losses.

***Income Taxes***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 |
| --- | --- | --- |
| Income tax expense | $21.9 | $16.8 |
| Effective tax rate | 24.6% | 22.5% |

Income tax expense for the
three-month period ended December 27, 2025 was $21.9 compared to $16.8 for the three-month period ended December 28, 2024. Our effective
income tax rate for the three-month period ended December 27, 2025 was 24.6% compared to 22.5% for the three-month period ended December
28, 2024. The effective income tax rate for the three-month period ended December 27, 2025 of 24.6% included $0.5 of discrete tax benefits
associated with stock-based compensation offset by $2.0 of other items, including a $0.7 change to deferred taxes associated with new
state tax filings and $1.1 from estimated liabilities and interest in those states for prior years. The effective income tax rate without
discrete items for the three-month period ended December 27, 2025 would have been 22.9%. The effective income tax rate for the three-month
period ended December 28, 2024 of 22.5% included $0.8 of discrete tax benefits associated with stock-based compensation. The effective
income tax rate without discrete items for the three-month period ended December 28, 2024 would have been 23.5%.

28

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 |
| --- | --- | --- |
| Income tax expense | $64.5 | $50.5 |
| Effective tax rate | 24.8% | 22.5% |

Income
tax expense for the nine-month period ended December 27, 2025 was $64.5 compared to $50.5 for the nine-month period ended December 28,
2024. Our effective income tax rate for the nine-month period ended December 27, 2025 was 24.8% compared to 22.5% for the nine-month
period ended December 28, 2024. The effective income tax rate for the nine-month period ended December
27, 2025 of 24.8% included $4.5 of discrete tax benefits associated with stock-based compensation offset by $7.0 of other discrete tax
expenses, including a $2.3 change to deferred taxes related to the acquisition of VACCO, a $0.7 change to deferred taxes associated with
new state filings and $1.1 from estimated liabilities and interest in those states for prior years. The effective income tax rate without
discrete items for the nine-month period ended December 27, 2025 would have been 23.8%. The effective income tax rate for the nine-month
period ended December 28, 2024 of 22.5% included $2.5 of tax benefits associated with stock-based compensation which was slightly offset
by $0.1 of other tax expenses. The effective income tax rate without discrete items for the nine-month period ended December 28, 2024
would have been 23.6%.

**Segment Information**

We report our financial results under two operating
segments: Aerospace/Defense and Industrial. The CODM uses gross margin as the primary measurement of profitability of each reportable
segment. End market and channel sales within our segments are based on internal definitions and metrics considered by management and are
periodically reviewed and updated prospectively.

***Aerospace/Defense Segment***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change | Three Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Total net sales | $202.5 | $143.2 | $59.3 | 41.5% |
| Gross margin | $81.2 | $57.9 | $23.3 | 40.2% |
| % of segment net sales | 40.1% | 40.5% |  |  |
| SG&A | $15.8 | $10.4 | $5.4 | 51.9% |
| % of segment net sales | 7.8% | 7.3% |  |  |

Net sales increased $59.3,
or 41.5%, for the three months ended December 27, 2025 compared to the same period last fiscal year. Our commercial aerospace markets,
which consisted of $100.7 of OEM net sales and $19.4 of distribution and aftermarket net sales, increased by 21.5% compared to fiscal
2025 when OEM net sales were $78.0 and distribution and aftermarket net sales were $20.9. The OEM markets have continued to improve as
build rates have steadily increased over the last several months. Our defense markets, which consisted of $60.0 of OEM net sales and $22.4
of distribution and aftermarket net sales, increased by 86.2% compared to fiscal 2025 when OEM net sales were $32.5 and distribution and
aftermarket net sales were $11.8. The increase in defense sales was driven by marine and missiles and reflects continued growth in demand
which is evident by our growing backlog. The acquisition of VACCO also contributed to the sales growth.

29

Gross margin as a percentage of segment net sales was 40.1% for the
third quarter of fiscal 2026 compared to 40.5% for the same period last fiscal year. Gross margin for the third quarter of fiscal 2026
was unfavorably impacted by a $4.2 purchase accounting adjustment related to the VACCO acquisition. The decrease in gross margin as a
percentage of net sales was primarily driven by this, partially offset by efficiencies achieved at the plants in part due to increased
sales volumes and favorable product mix. The effects of the purchase accounting are expected to cease during the first quarter of fiscal
2027. Including the impact of purchasing accounting, VACCO contributed $5.9 of gross margin in the third quarter of fiscal 2026.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change | Nine Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Total net sales | $565.9 | $435.5 | $130.4 | 30.0% |
| Gross margin | $228.3 | $177.8 | $50.5 | 28.4% |
| % of segment net sales | 40.3% | 40.8% |  |  |
| SG&A | $42.2 | $31.1 | $11.1 | 35.7% |
| % of segment net sales | 7.5% | 7.1% |  |  |

Net sales increased $130.4,
or 30.0%, for the first nine months of fiscal 2026 compared to the same period last fiscal year. The 30.0% increase was primarily driven
by a 55.1% increase in our defense markets, while our commercial aerospace markets were up 17.6% year over year. Commercial aerospace
net sales, which consisted of $280.8 of OEM net sales and $62.1 of distribution and aftermarket net sales, increased by 17.6% compared
to fiscal 2025 when OEM net sales were $231.9 and distribution and aftermarket net sales were $59.8. Our defense markets, which consisted
of $163.1 of OEM net sales and $59.9 of distribution and aftermarket net sales, increased by 55.1% compared to fiscal 2025 when OEM net
sales were $108.2 and distribution and aftermarket net sales were $35.6. The acquisition of VACCO also contributed to the sales growth.

Gross margin as a percentage
of segment net sales was 40.3% for the third quarter of fiscal 2026 compared to 40.8% for the same period last fiscal year. Gross margin
for the first nine months of fiscal 2026 was unfavorably impacted by a $7.5 purchase accounting adjustment related to the VACCO acquisition
partially offset by increased efficiencies achieved at the plants due to increased sales volumes and favorable product mix. VACCO contributed
$9.1 of gross margin in the first nine months of fiscal 2026.

30

***Industrial Segment***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change | Three Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Total net sales | $259.1 | $251.2 | $7.9 | 3.1% |
| Gross margin | $123.2 | $117.0 | $6.2 | 5.3% |
| % of segment net sales | 47.5% | 46.5% |  |  |
| SG&A | $35.6 | $34.2 | $1.4 | 4.1% |
| % of segment net sales | 13.7% | 13.6% |  |  |

Net sales increased $7.9,
or 3.1%, for the three months ended December 27, 2025 compared to the same period last fiscal year. We saw improvements in many of our
end markets, including aggregate & cement, food & beverage, and warehousing, partially offset by softness in mining and grain.
Industrial OEM sales were $77.9 and $72.7 for the three month periods ended December 27, 2025 and December 28, 2024, respectively. Industrial
sales to distribution and the aftermarket were $181.2 and $178.5 for the three month periods ended December 27, 2025 and December 28,
2024, respectively.

Gross margin for the three
months ended December 27, 2025 was 47.5% of net sales, compared to 46.5% in the comparable period in fiscal 2025. The improved gross margin
is primarily driven by product mix.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change | Nine Months Ended / % Change |
| --- | --- | --- | --- | --- |
| Total net sales | $787.0 | $763.1 | $23.9 | 3.1% |
| Gross margin | $371.9 | $354.9 | $17.0 | 4.8% |
| % of segment net sales | 47.3% | 46.5% |  |  |
| SG&A | $104.3 | $101.4 | $2.9 | 2.9% |
| % of segment net sales | 13.3% | 13.3% |  |  |

Net sales increased $23.9,
or 3.1%, for the first nine months of fiscal 2026 compared to the same period last fiscal year. We saw strength in many of our end markets,
including aggregate & cement, food & beverage, forest products, and warehousing, partially offset by weakness in power generation
and semicon. Industrial OEM sales were $235.1 and $237.2 for the nine month periods ended December 27, 2025 and December 28, 2024, respectively.
Industrial sales to distribution and the aftermarket were $551.9 and $525.9 for the nine month periods ended December 27, 2025 and December
28, 2024, respectively.

Gross margin for the first
nine months of fiscal 2026 was 47.3% of net sales, compared to 46.5% in the same period last fiscal year. Gross margin for the nine months
ended December 27, 2025 was impacted by $2.9 in restructuring costs related to inventory rationalization efforts at one of our manufacturing
plants. The increase in gross margin was driven by manufacturing efficiencies and product mix.

31

***Corporate***

| Line item | Three Months Ended / December 27, 2025 | Three Months Ended / December 28, 2024 | Three Months Ended / $ Change | Three Months Ended / % Change |
| --- | --- | --- | --- | --- |
| SG&A | $26.5 | $25.5 | $1.0 | 3.9% |
| % of total net sales | 5.7% | 6.5% |  |  |

Corporate SG&A was $26.5,
or 3.9% of net sales, for the third quarter of fiscal 2026 compared to $25.5, or 6.5% of net sales, for the same period last fiscal year.
The quarter over quarter increase was primarily due to an increase in stock compensation costs, partially offset by a reduction in personnel
costs.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change | Nine Months Ended / % Change |
| --- | --- | --- | --- | --- |
| SG&A | $82.7 | $74.7 | $8.0 | 10.7% |
| % of total net sales | 6.1% | 6.2% |  |  |

Corporate SG&A increased
$8.0 for the first nine months of fiscal 2026 compared to the same period last fiscal year due to increases in personnel costs and stock
compensation costs, partially offset by a reduction in professional fees.

**Liquidity and Capital Resources**

Our capital requirements
include manufacturing equipment and materials. We have historically fueled our growth, in part, through acquisitions. We have historically
met our working capital, capital expenditure and acquisition funding needs through our net cash flows provided by operations, various
debt arrangements and public sales of equity. We believe that operating cash flows and available credit under the Revolving Credit Facility
(which expires in October 2030) will provide adequate resources to fund internal growth initiatives for at least the next 12 months.

Our ability to meet future
working capital, capital expenditure and debt service requirements will depend on our future financial performance, which could be affected
by a range of economic, competitive and business factors, many of which are outside of our control. These include interest rates, cyclical
changes in our end markets, the imposition of trade tariffs, increased prices for steel and other supplies, and our ability to pass through
tariffs and price increases on a timely basis. In addition, future acquisitions could have a significant impact on our liquidity position
and our need for additional funds.

From time to time, we evaluate
our existing facilities and operations and their strategic importance to us. If we determine that a given facility or operation does
not have future strategic importance, we may sell, relocate, consolidate or otherwise dispose of that facility or operations. Although
we believe our operations would not be materially impaired by such dispositions, relocations or consolidations, we could incur significant
cash or non-cash charges in connection with them.

32

***Liquidity***

As of December 27, 2025,
we had cash of $107.6, of which approximately $32.6 was cash held by our foreign operations. We expect that our undistributed foreign
earnings will be re-invested indefinitely for working capital, internal growth, and acquisitions for and by our foreign subsidiaries,
with the exception of our Canadian operations as there are no current plans to expand the sales operations within that jurisdiction.
As discussed in further detail below, we also have the ability to borrow money from our existing credit facilities.

*Domestic Credit Facility*

The Credit Agreement, which
was entered into in fiscal 2022 and amended in fiscal 2023 and again on October 28, 2025, provides the Company with (a) the $1,300.0 Term
Loan, which was used to fund a portion of the purchase price for the acquisition of Dodge and to pay related fees and expenses, and (b)
the $500.0 Revolving Credit Facility.

Amounts outstanding under the Facilities generally bear interest at
either, at the Company’s option, (a) a base rate determined by reference to the higher of (i) Wells Fargo’s prime lending
rate, (ii) the federal funds effective rate plus 0.50% and (iii) Term SOFR plus 1.00% or (b) Term SOFR plus a credit spread adjustment
of 0.10% plus a margin ranging from 0.75% to a cap of 1.75% in the case of loans under the Revolving Credit Facility and 2.00% in the
case of the Term Loan, depending on the Company’s consolidated ratio of total net debt to consolidated EBITDA. The Facilities are
subject to a SOFR floor of 0.00%. As of December 27, 2025, the Company’s margin was 1.00% for SOFR loans, the commitment fee rate
was 0.175%, and the letter of credit fee rate was 1.00%.

The Term Loan matures in
November 2026 and amortizes in quarterly installments with the balance payable on the maturity date. The Company can elect to prepay
some or all of the outstanding balance from time to time without penalty, which will offset future quarterly amortization installments.
Due to prepayments previously made, the required future principal payments on the Term Loan are $0 for fiscal 2026, and $288.0 for
fiscal 2027. The Revolving Credit Facility expires in October 2030, at which time all amounts outstanding under the Revolving Credit
Facility will be payable.

The Credit Agreement
requires the Company to comply with various covenants, including a maximum Total Net Leverage Ratio (as defined in the Credit
Agreement) of 4.50:1.00 (provided that, such maximum ratio may be increased by the Company to 0.50:1.00 for a period of 12 months
after the consummation of a material acquisition (provided that there may be only one such increase in effect at any one time)).

The Credit Agreement allows
the Company to, among other things, make distributions to stockholders, repurchase its stock, incur other debt or liens, or acquire or
dispose of assets provided that the Company complies with certain requirements and limitations of the Credit Agreement.

The Company’s domestic
subsidiaries have guaranteed the Company’s obligations under the Credit Agreement, and the Company’s obligations and the
domestic subsidiaries’ guaranty are secured by a pledge of substantially all of the assets of the Company and its domestic subsidiaries.

As of December 27, 2025, $288.0
was outstanding under the Term Loan, $3.7 of the Revolving Credit Facility was being utilized to provide letters of credit to secure the
Company’s obligations relating to certain insurance programs, and $200.0 of the Revolving Credit Facility had been used to fund
the purchase of VACCO. The Company had the ability to borrow an additional $296.3 under the Revolving Credit Facility as of December 27,
2025.

*Senior Notes*

In fiscal 2022, RBCA issued
$500.0 aggregate principal amount of the Senior Notes. The net proceeds from the issuance of the Senior Notes were approximately $492.0,
after deducting initial purchasers’ discounts and commissions and offering expenses and were used to fund a portion of the cash
purchase price for the acquisition of Dodge.

33

The Senior Notes were issued
pursuant to an indenture with Wilmington Trust, National Association, as trustee. This indenture contains covenants limiting the ability
of the Company to (i) incur additional indebtedness or guarantee indebtedness, (ii) declare or pay dividends, redeem stock or make other
distributions to stockholders, (iii) make investments, (iv) create liens or use assets as security in other transactions, (v) merge or
consolidate, or sell, transfer, lease or dispose of substantially all of its assets, (vi) enter into transactions with affiliates, and
(vii) sell or transfer certain assets. These covenants contain various exceptions, limitations and qualifications. At any time that the
Senior Notes are rated investment grade, certain of these covenants will be suspended.

The Senior Notes are guaranteed
jointly and severally on a senior unsecured basis by RBC Bearings and certain of RBCA’s existing and future wholly-owned domestic
subsidiaries that also guarantee the Credit Agreement.

Interest on the Senior Notes
accrues at a rate of 4.375% and is payable semi–annually in cash in arrears on April 15 and October 15 of each year.

The Senior Notes will mature
on October 15, 2029. The Company may redeem some or all of the Senior Notes at any time at the redemption prices set forth in the Indenture,
plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Company sells certain of its assets or experiences
specific kinds of changes in control, the Company must offer to repurchase the Senior Notes.

*Foreign Borrowing Arrangements*

The Foreign Credit Line provides Schaublin SA with a CHF 5.0 (approximately
$6.2 USD) credit line to provide future working capital, if necessary. As of December 27, 2025, $0.1 was being utilized to provide
a bank guarantee. Fees associated with the Foreign Credit Line are nominal.

In July 2024, Swiss Tool
Systems, one of our foreign subsidiaries, purchased the building where it operates for CHF 7.1 (approximately $8.4 USD) and took out
a 10-year, 2.9% fixed-rate mortgage on the building for CHF 4.0 (approximately $4.5 USD).

*Interest Rate Swap*

Because the Company is exposed to market risks
relating to fluctuations in interest rates, the Company maintained the Interest Rate Swap prior to its expiration on December 30, 2025.
At this time we have not yet determined if we will enter into a new interest rate swap arrangement.

34

*Cross Currency Swap*

The Company is exposed to
foreign exchange rate fluctuations as some of our subsidiaries operate in various countries.

On August 12, 2024, the Company
entered into the Cross Currency Swap with a third-party financial counterparty. The objective of the Cross Currency Swap is to economically
hedge the Company’s net investment in its lower-tier European subsidiary, Schaublin, against adverse changes in the Swiss franc/U.S.
dollar exchange rate. The Cross Currency Swap is based upon a net investment of CHF 69.4 ($80.0 USD) notional amount with a three-year
maturity date. RBC receives a fixed U.S. dollar amount on a month-to-month basis based upon a fixed annual rate of 2.77% of the notional
amount. At maturity, RBC will net-settle the principal of the Cross Currency Swap in cash with the counterparty. The Cross Currency Swap
has been designated as a net investment hedge on an after-tax basis.

*Preferred Stock*

Prior to October 15, 2024, the Company had outstanding
4,600,000 shares of MCPS to which we paid a quarterly dividend aggregating $5.75, but on that date each then-outstanding share of the
MCPS converted into 0.4413 shares of common stock, resulting in the retirement of the MCPS and the issuance of 2,029,955 shares of common
stock, and the Company ceased paying dividends on the MCPS.

***Cash Flows***

***Nine-month Period Ended December 27, 2025
Compared to the Nine-month Period Ended December 28, 2024***

The following table summarizes our cash
flow activities:

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change |
| --- | --- | --- | --- |
| Net cash provided by/(used in): |  |  |  |
| Operating activities | $330.5 | $224.4 | $106.1 |
| Investing activities | (330.4) | (35.6) | (294.8) |
| Financing activities | 71.8 | (191.3) | 263.1 |
| Effect of exchange rate changes on cash | (1.1) | (0.4) | (0.7) |
| Increase/(decrease) in cash | $70.8 | $(2.9) | $73.7 |

During the first nine months of fiscal 2026, we generated cash of $330.5
from operating activities compared to $224.4 during the same period of fiscal 2025. The increase of $106.1 was the result of an increase
in net income of $22.4, a favorable change in operating assets and liabilities of $43.1 and a favorable impact of non-cash activity of
$40.6. The favorable change in operating assets and liabilities is detailed in the table below. The change in non-cash activity was driven
by $3.0 more of stock-based compensation, $0.7 more of amortization of deferred financing costs, $4.0 more of restructuring costs, $5.5
more of depreciation and amortization, $0.7 more of amortization of operating leases, $0.5 of additional losses on the disposition of
assets and a $26.2 increase in deferred taxes.

35

The following table summarizes
the impact on cash flow from operating assets and liabilities for the third quarter of fiscal 2026 versus the third quarter of fiscal
2025.

| Line item | Nine Months Ended / December 27, 2025 | Nine Months Ended / December 28, 2024 | Nine Months Ended / $ Change |
| --- | --- | --- | --- |
| Cash provided by/(used in): |  |  |  |
| Accounts receivable | $35.8 | $(2.4) | $38.2 |
| Inventory | (60.1) | (36.2) | (23.9) |
| Prepaid expenses and other current assets | (0.4) | (4.9) | 4.5 |
| Other noncurrent assets | (16.1) | (2.1) | (14.0) |
| Accounts payable | (4.0) | 14.1 | (18.1) |
| Accrued expenses and other current liabilities | (1.5) | (19.2) | 17.7 |
| Other noncurrent liabilities | 37.1 | (1.6) | 38.7 |
| Total change in operating assets and liabilities: | $(9.2) | $(52.3) | $43.1 |

During the first nine months
of fiscal 2026, we used $330.4 for investing activities as compared to $35.6 used in the first nine months of fiscal 2025. This increase
in cash used was attributable to a $19.8 increase in capital expenditures and the VACCO acquisition of $275.0.

During the first nine months of fiscal 2026, cash provided by financing
activity was $71.8 compared to $191.3 of cash used in financing activity in the first nine months of fiscal 2025. This increase in cash
provided was primarily attributable to $160.0 of additional proceeds received from the Revolving Credit Facility. Additionally, we had
$50.0 less of payments made on the Term Loan, $17.2 less of preferred stock dividends paid and $55.4 less of revolving credit facilities
payments, partially offset by $1.8 more of financing fees paid, $8.3 less of exercises of stock-based awards, $4.6 more of repurchases
of common stock, $0.2 more payments of finance lease obligations, $0.1 more repayments of notes payable and $4.5 less of proceeds received
from mortgage.

***Capital Expenditures***

Our capital expenditures were $55.4 for the nine-month period ended
December 27, 2025 compared to $35.6 for the nine-month period ended December 28, 2024. We expect capital expenditures for fiscal 2026
will be approximately 4.0% of our net sales for the fiscal year. We expect to fund these capital expenditures principally through existing
cash and internally generated funds. We may also make substantial additional capital expenditures in connection with acquisitions.

***Obligations and Commitments***

The Company’s fixed
contractual obligations and commitments are primarily comprised of the Credit Agreement and the Senior Notes. We also have lease obligations
that are materially consistent with what we disclosed in our Annual Report.

**Other Matters**

***Critical Accounting Policies and Estimates***

Preparation of our financial
statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and
expenses. We believe the most complex and sensitive judgments, because of their significance to the consolidated financial statements,
result primarily from the need to make estimates about the effects of matters that are inherently uncertain. Management’s Discussion
and Analysis of Financial Condition and Results of Operations and the Notes to the Consolidated Financial Statements in our Annual Report
describe the significant accounting estimates and policies used in preparation of our consolidated financial statements. Actual results
in these areas could differ from management’s estimates. There were no significant changes in our critical accounting estimates
during the third quarter of fiscal 2026.

36

**Off-Balance Sheet Arrangements**

The Company has $3.7 of outstanding
standby letters of credit, all of which are under the Revolving Credit Facility.

## Item 3. Quantitative and
Qualitative Disclosures About Market Risk

We are exposed to market
risks that arise during the normal course of business from changes in interest rates and foreign currency exchange rates.

*Interest Rates*. We
currently have variable rate debt outstanding under the Term Loan. We regularly evaluate the impact of interest rate changes on our net
income and cash flow and take action to limit our exposure when appropriate. As discussed in Note 13 in Part I, Item I of this report,
we utilized the Interest Rate Swap to fix a portion of the variable rate interest expense associated with the Term Loan. The Interest
Rate Swap ended on December 30, 2025 as mentioned in Note 15.

*Foreign Currency Exchange
Rates.* Our operations in the following countries utilize the following currencies as their functional currency:

- Australia – Australian dollar
- India – rupee
- Canada – Canadian dollar
- Mexico – peso
- China – Chinese yuan
- Poland – zloty
- France and Germany – euro
- Switzerland – Swiss franc
- England – British pound

As a result, we are exposed to risk associated
with fluctuating currency exchange rates between the U.S. dollar and these currencies. Foreign currency transaction gains and losses are
included in earnings. Approximately 10% and 12% of our net sales were impacted by foreign currency fluctuations for the three- and nine-month
periods ended December 27, 2025, respectively. Approximately 12% and 11% of our net sales were impacted by foreign currency fluctuations
for the three- and nine-month periods ended December 28, 2024, respectively. For those countries outside the U.S. where we have sales,
a strengthening in the U.S. dollar or devaluation in the local currency would reduce the value of our local inventory as presented in
our consolidated financial statements. In addition, a stronger U.S. dollar or a weaker local currency would result in reduced net sales,
operating profit and shareholders’ equity due to the impact of foreign exchange translation on our consolidated financial statements.
Fluctuations in foreign currency exchange rates may make our products more expensive for others to purchase or increase our operating
costs, affecting our competitiveness and our profitability.

Changes in exchange rates
between the U.S. dollar and other currencies and volatile economic, political and market conditions in emerging market countries have
in the past adversely affected our financial performance and may in the future adversely affect the value of our assets located outside
the United States, our gross profit and our results of operations.

We periodically enter into
derivative financial instruments in the form of forward exchange contracts to reduce the effect of fluctuations in exchange rates on
certain third-party sales transactions denominated in non-functional currencies. As of December 27, 2025, the Company had a cross currency
swap, which is discussed in further detail within Notes 6 and 13 in Part I, Item 1 of this report.

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## Item 4. Controls and Procedures

Our management, with the
participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls
and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”))
as of December 27, 2025. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of
December 27, 2025, our disclosure controls and procedures were (1) designed to ensure that information relating to our Company required
to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported to
our Chief Executive Officer and Chief Financial Officer within the time periods specified in the rules and forms of the SEC, and (2)
effective, in that they provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles.

Changes in Internal Control
over Financial Reporting

No change in our internal
control over financial reporting occurred during the first nine months of fiscal 2026 that has materially affected, or is reasonably
likely to materially affect, our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange
Act).

As discussed within Note
14 included within Part I, Item 1 of this report, we acquired VACCO on July 18, 2025. We are currently in the process of integrating
the internal controls and procedures of VACCO into our internal controls over financial reporting. As provided under the Sarbanes-Oxley
Act of 2002 and the applicable rules and regulations of the Securities and Exchange Commission, we will include the internal controls
and procedures of VACCO in our annual assessment of the effectiveness of our internal control over financial reporting for our 2027 fiscal
year.

38

**PART II - OTHER INFORMATION**

## Item 1. Legal Proceedings

No legal proceeding became
a reportable event during the quarter ended December 27, 2025 and there were no material developments during the quarter with respect
to any legal proceedings previously disclosed.

## Item 1A. Risk Factors

There have been no material
changes to our risk factors and uncertainties since the filing of our Annual Report with the SEC on May 16, 2025. For a discussion of
the risk factors, refer to Part I, Item 2, “Cautionary Statement as to Forward-Looking Information” contained in this quarterly
report and Part I, Item 1A, “Risk Factors,” contained in our Annual Report.

## Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds

**Unregistered Sales of Equity Securities**

During the third quarter
of fiscal 2026, we did not issue any common stock that was not registered under the Securities Act of 1933.

**Use of Proceeds**

Not applicable.

39

**Issuer Purchases of Equity Securities**

Our repurchases of shares
of our common stock for the three months ended December 27, 2025 are as follows:

| Period | Total number of shares purchased(1) | Average price paid per-share(2) | Number of Shares purchased as part of the publicly announced program(3) | Approximate dollar value of shares still available to be purchased under the program (in millions)(3) |
| --- | --- | --- | --- | --- |
| 09/28/2025 – 10/25/2025 | 893 | $389.33 | — | $100.0 |
| 10/26/2025 – 11/22/2025 | 248 | 428.89 | — | 100.0 |
| 11/23/2025 – 12/27/2025 | 133 | 446.43 | — | $100.0 |
| Total | 1,274 | $402.99 | — |  |

(1) Consists of shares of RBC stock repurchased  from employees upon the award or vesting of those shares in order to fund the employees’  tax withholding obligation. These repurchased shares were never in the open market.

(2) The closing price for our stock on the trading day immediately preceding the stock repurchase date.

(3) In 2019, our Board of Directors authorized  us to repurchase up to $100.0 of our common stock from time to time in the open market in  compliance with SEC Rule 10b-18 depending on market conditions, alternative uses of capital,  and other relevant factors. Purchases may be commenced, suspended, or discontinued at any  time without prior notice. The repurchase plan does not have an expiration date. As of December  27, 2025, the Company has not repurchased any shares pursuant to this program.

**Item
3. Defaults Upon Senior Securities**

Not applicable.

**Item
4. Mine Safety Disclosures**

Not applicable.

**Item
5. Other Information**

Not applicable.

**Item
6. Exhibits**

| Exhibit Number | Exhibit Description |
| --- | --- |
| 31.01 | Certification of Chief Executive Officer Pursuant to Securities Exchange Act Rule 13a-14(a). |
| 31.02 | Certification of Chief Financial Officer Pursuant to Securities Exchange Act Rule 13a-14(a). |
| 32.01 | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 and Securities Exchange Act Rule 13a-14(b).* |
| 32.02 | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 and Securities Exchange Act Rule 13a-14(b).* |
| 101.INS | Inline XBRL Instance Document. |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104 | Cover Page Interactive Data File, formatted in iXBRL and contained in Exhibit 101. |

\* This certification accompanies this Quarterly Report on Form 10-Q, is not deemed filed with the SEC and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of this Quarterly Report on Form 10-Q), irrespective of any general incorporation language contained in such filing.

40

**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, thereunto
duly authorized.

RBC Bearings Incorporated

(Registrant)

By: /s/ Michael J. Hartnett

Name: Michael J. Hartnett

Title: Chief Executive Officer

Date: February 5, 2026

By: /s/ Robert M. Sullivan

Name: Robert M. Sullivan

Title: Chief Financial Officer

Date: February 5, 2026

41