FOX FACTORY HOLDING CORP (FOXF): Results of Operations and Financial Condition
FOX FACTORY HOLDING CORP (FOXF) filed an SEC Form 8-K — Results of Operations and Financial Condition. Exhibit 99.1 Press Release Fox Factory Announces CEO Transition • Independent Director Douglas Grimm Appointed Interim CEO; Board Initiates Search for Permanent CEO • Leadership Team Focused on Customer-Led Product Innovation, Margin Improvement, Free Cash Flow and Return on Inve
How this was made
The 30-second read
Why it matters
The lowered guidance and weaker Q3 performance are likely to trigger a sell‑off, especially in the near term, as investors reassess growth prospects.
Market read
Guidance cuts and leadership change are material news for FOXF, driving short‑term price risk.
What to watch
Potential upside from the upcoming CEO search and transformation initiatives not reflected in the short‑term guidance cut.
Preliminary third quarter fiscal 2026 results fell below expectations, FOX lowered fourth quarter and fiscal 2026 outlook, divested Marucci Sports, and appointed Douglas Grimm Interim Chief Executive Officer.
Preliminary third quarter net sales and adjusted EBITDA are below the Company’s guidance ranges, while the fiscal 2026 net-sales and adjusted-EBITDA outlooks were reduced. Management cited Marucci Sports underperformance before its divestiture, Powered Vehicles supply disruption and cost pressures, Aftermarket Applications operating challenges, and softer bike sales.
Key metrics
shortened, hover for the filing’s print| Metric | Value | q/q | y/y |
|---|---|---|---|
| Third quarter fiscal 2026 preliminary net salesGAAP | $336 million to $340 million | – | – |
| Third quarter fiscal 2026 preliminary net sales excluding Marucci Sportsnon-GAAP | $303 million to $307 million | – | – |
| Third quarter fiscal 2026 Marucci Sports net sales through the September 25, 2026 closing of the divestitureother | approximately $33 million | – | – |
| Third quarter fiscal 2026 preliminary adjusted EBITDA excluding IEEPA tariff refundsnon-GAAP | $38 million to $42 million | – | – |
| Fiscal 2026 net sales outlookGAAP | $1.35 billion to $1.38 billion | – | – |
| Fiscal 2026 net sales excluding Marucci Sports outlooknon-GAAP | $1,237 million to $1,267 million | – | – |
| Fiscal 2026 Marucci Sports net sales through the September 25, 2026 closing of the divestitureother | $113M | – | – |
| Fiscal 2026 adjusted EBITDA outlook excluding IEEPA tariff refundsnon-GAAP | $140 million to $150 million | – | – |
| Fiscal 2026 adjusted EBITDA outlook including IEEPA tariff refundsnon-GAAP | $154 million to $164 million | – | – |
Segments
| Segment | Revenue | q/q | y/y |
|---|---|---|---|
| Marucci SportsNet sales were recorded through the September 25, 2026 closing of the divestiture; Marucci Sports delivered lower sales and margin than expected before closing. | approximately $33 million | – | – |
Fourth quarter fiscal 2026 and fiscal 2026 outlook
- RevenueFourth quarter fiscal 2026 net sales of $287 million to $313 million
- NoteFourth quarter fiscal 2026 adjusted EBITDA of $23 million to $29 million, excluding Marucci Sports.
- NoteAt the segment level, adjusted EBITDA margin for the Powered Vehicles Group and Aftermarket Applications Group is expected to be approximately flat versus the fourth quarter of 2025.
- NoteFiscal 2026 net sales of $1.35 billion to $1.38 billion, compared to prior guidance of $1.42 billion to $1.47 billion.
- NoteApproximately $63 million of the fiscal 2026 net-sales reduction reflects Marucci Sports, including approximately $50 million of fourth quarter net sales included in prior guidance.
- NoteFiscal 2026 adjusted EBITDA of $140 million to $150 million, excluding approximately $14 million of IEEPA tariff refunds received in the second and third quarters, compared to prior guidance of $176 million to $196 million.
- NoteFiscal 2026 adjusted EBITDA, including IEEPA tariff refunds, of $154 million to $164 million.
- NoteThe outlook reflects input costs at current levels and assumes no further increases.
- NoteThe outlook does not include any additional IEEPA tariff refunds.
What drove it
- Third quarter results were primarily affected by lower sales and margin at Marucci Sports before the divestiture closed.
- Powered Vehicles Group results were affected by a supply disruption, associated higher operating costs, unfavorable mix, and higher-than-anticipated steel, aluminum and freight inflation.
- Aftermarket Applications Group faced lower chassis availability and continued operational challenges in its upfit business.
- Specialty Sports Group experienced softer-than-expected bike sales.
- Douglas Grimm was appointed Interim Chief Executive Officer effective October 16, 2026, while the Board initiated a search for a permanent CEO.
Concerns
- Third quarter preliminary net sales of $336 million to $340 million were below guidance of $355 million to $380 million.
- Third quarter preliminary adjusted EBITDA excluding IEEPA tariff refunds of $38 million to $42 million was below guidance of $46 million to $54 million.
- Fiscal 2026 net-sales outlook was reduced to $1.35 billion to $1.38 billion from $1.42 billion to $1.47 billion.
- Fiscal 2026 adjusted EBITDA outlook excluding IEEPA tariff refunds was reduced to $140 million to $150 million from $176 million to $196 million.
- Actual preliminary third quarter results remain subject to completion of quarter-end financial close procedures and may differ from the preliminary results.
- The outlook assumes input costs remain at current levels and no further increases occur.
- The Company has received the majority of IEEPA tariff refunds it expects, and outlook includes no additional refunds.
What to watch
- Completion of third quarter fiscal 2026 financial close procedures and the final results to be included in the Quarterly Report on Form 10-Q for the quarter ended October 2, 2026.
- Execution against fourth quarter net-sales guidance of $287 million to $313 million and adjusted EBITDA guidance of $23 million to $29 million.
- Whether Powered Vehicles supply disruption, chassis availability constraints, and upfit-business operating challenges continue.
- The effect of steel, aluminum and freight costs on fourth quarter margins.
- Execution of the CEO transition and the Board’s search for a permanent Chief Executive Officer.
Balance sheet and cash flow
- approximately $12 million of IEEPA tariff refunds received in the third quarter
- approximately $14 million of IEEPA tariff refunds received in the second and third quarters
Analysis
FOX preannounced preliminary third quarter fiscal 2026 net sales of $336 million to $340 million, below its prior guidance of $355 million to $380 million. Preliminary adjusted EBITDA excluding approximately $12 million of IEEPA tariff refunds was $38 million to $42 million, below guidance of $46 million to $54 million. The Company stated that results were below its expectations, with the shortfall led by lower sales and margin at Marucci Sports before its divestiture closed.
The sales miss was not confined to Marucci. Management cited a supply disruption, higher operating costs and unfavorable mix in Powered Vehicles Group; operating challenges in the Aftermarket Applications Group upfit business; and softer-than-expected bike sales in Specialty Sports Group. For the fourth quarter, the Company expects Powered Vehicles Group and Aftermarket Applications Group adjusted EBITDA margin to be approximately flat versus the fourth quarter of 2025, reflecting continued supply, availability, cost and operational pressures.
Marucci Sports was divested on September 25, 2026. Preliminary third quarter sales include approximately $33 million from Marucci through closing, versus approximately $46 million assumed in the prior full-quarter guidance. The Company said approximately $63 million of the fiscal 2026 outlook reduction reflects Marucci Sports, including approximately $50 million of fourth quarter net sales that had been included in prior guidance. Net sales excluding Marucci Sports are shown at $303 million to $307 million for the third quarter, compared with $327 million in fiscal 2025, and at $1,237 million to $1,267 million for fiscal 2026, compared with $1,281 million in fiscal 2025.
The fourth quarter outlook calls for net sales of $287 million to $313 million and adjusted EBITDA of $23 million to $29 million, excluding Marucci Sports. Fiscal 2026 net-sales outlook was lowered to $1.35 billion to $1.38 billion from $1.42 billion to $1.47 billion. Adjusted EBITDA excluding IEEPA tariff refunds was lowered to $140 million to $150 million from $176 million to $196 million. The outlook assumes aluminum, steel and freight costs remain at current levels, assumes no further input-cost increases, and includes no additional IEEPA tariff refunds.
The filing also pairs the financial reset with a CEO transition. Douglas Grimm became Interim Chief Executive Officer effective October 16, 2026, replacing Mike Dennison, and is not a candidate for the permanent role. The Board retained Heidrick & Struggles for the CEO search. The leadership team, including Chief Financial Officer Dennis Schemm, is tasked with customer-led product innovation, margin improvement, free cash flow and return on invested capital, but the filing does not provide reported cash flow, free cash flow, cash, debt, gross margin, operating income, net income or EPS figures.
Management, verbatim
Doug is an accomplished executive with more than four decades of operating experience in the automotive and industrial sectors, and we are confident he is the right interim leader to accelerate execution in our businesses.
Jean Hlay, Chair of the Board
Through my work on the Transformation Committee, I have seen firsthand how FOX’s talented team is actively working to deliver the best products and improve our financial position.
Douglas Grimm, Interim Chief Executive Officer
It has been a privilege to lead FOX since 2019 and navigate periods of significant change in partnership with such a talented team.
Mike Dennison, Former Chief Executive Officer
Not in the filing
stated, not guessed- Final third quarter fiscal 2026 reported results, including final net sales and adjusted EBITDA, because disclosed amounts are preliminary ranges.
- GAAP gross profit and gross margin.
- GAAP operating income or loss and operating margin.
- GAAP net income or loss.
- GAAP diluted EPS.
- Non-GAAP EPS.
- Operating cash flow.
- Free cash flow.
- Cash and cash equivalents.
- Debt and net debt.
- Share repurchases and dividends.
- Detailed segment revenue for Powered Vehicles Group, Aftermarket Applications Group and Specialty Sports Group.
- Detailed segment profitability or segment adjusted EBITDA.
- Prior-quarter comparisons for reported metrics.
- Reported year-over-year or quarter-over-quarter percentage changes for net sales and adjusted EBITDA.
- Reconciliation of preliminary third quarter adjusted EBITDA or fiscal 2026 adjusted EBITDA outlook to net income.
- Prior outlook document for formal actual-versus-prior-guidance comparison.
Written by an AI language model from the company’s SEC earnings filing (Form 8-K Item 2.02, or Form 6-K for a foreign private issuer). Every figure was checked against the filing text, and a metric whose value, prior period and change do not add up is dropped from the metrics. The model can still misread a table, in the metrics or in the text, so check a number in the filing before you rely on it. Consensus estimates, price targets and share-price reactions are not shown because they are not in the filing. AI-generated research, not investment advice.
Background
Fox Factory Holding Corp. (NASDAQ: FOXF) announced an interim CEO appointment and provided preliminary Q3 results that fell short of guidance, prompting a lowered FY outlook.
Ticker impact
FOXF lowered its fourth‑quarter and full‑year 2026 outlook, cutting net‑sales and adjusted EBITDA guidance.
downward pressure as investors price in the lowered outlook
Guidance cuts are a direct catalyst; the company also reported below‑expectation preliminary Q3 results, amplifying the negative impact.
Market effects
May weigh on other performance‑parts and outdoor‑recreation stocks as demand concerns spread.
Limited to U.S. and Canadian investors tracking FOXF.
Minimal global effect beyond niche sector exposure.
Counterpoint
If the divestiture of Marucci reduces complexity, the long‑term outlook could improve once cost synergies materialize.
Key entities
- interim CEODouglas Grimm
Appointed interim chief executive officer.
- outgoing CEOMike Dennison
Stepped down as CEO and board member.
