10-Q --09-30 Q2 false 0000857005 1 1 http://fasb.org/srt/2025#ChiefExecutiveOfficerMember 0000857005 us-gaap:FairValueInputsLevel2Member us-gaap:ForwardContractsMember 2026-03-31 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2026-03-31 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-09-30 0000857005 us-gaap:LicenseMember us-gaap:CostOfSalesMember 2024-10-01 2025-03-31 0000857005 us-gaap:ResearchAndDevelopmentExpenseMember 2024-10-01 2025-03-31 0000857005 ptc:SoftwareMember 2024-10-01 2025-03-31 0000857005 ptc:SupportAndCloudServicesMember 2024-10-01 2025-03-31 0000857005 ptc:RecurringServicesMember 2025-10-01 2026-03-31 0000857005 us-gaap:OtherIntangibleAssetsMember 2026-03-31 0000857005 us-gaap:SecuredDebtMember 2026-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember ptc:InterestandOtherExpenseNetMember 2025-10-01 2026-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:JPY 2025-09-30 0000857005 srt:MinimumMember 2027-04-01 2026-03-31 0000857005 ptc:A4000Seniornotesdue2028Member us-gaap:LongTermDebtMember 2026-03-31 0000857005 us-gaap:RetainedEarningsMember 2025-03-31 0000857005 us-gaap:SellingAndMarketingExpenseMember 2025-01-01 2025-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember ptc:InterestandOtherExpenseNetMember 2024-10-01 2025-03-31 0000857005 us-gaap:FairValueInputsLevel1Member 2026-03-31 0000857005 us-gaap:CommonStockMember 2025-10-01 2026-03-31 0000857005 us-gaap:OperatingSegmentsMember srt:AsiaPacificMember 2026-01-01 2026-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:ForeignExchangeForwardMember 2026-03-31 0000857005 us-gaap:OtherLiabilitiesMember 2026-03-31 0000857005 us-gaap:TechnologyServiceMember us-gaap:CostOfSalesMember 2026-01-01 2026-03-31 0000857005 us-gaap:FairValueInputsLevel2Member us-gaap:OptionMember 2025-09-30 0000857005 us-gaap:OtherCurrentAssetsMember us-gaap:LineOfCreditMember 2026-03-31 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-09-30 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:TWD 2026-03-31 0000857005 us-gaap:NondesignatedMember ptc:OptionContractsMember 2025-09-30 0000857005 currency:EUR ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2026-03-31 0000857005 us-gaap:CommonStockMember 2026-01-01 2026-03-31 0000857005 us-gaap:OtherNoncurrentAssetsMember us-gaap:LineOfCreditMember 2025-09-30 0000857005 currency:XXX ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2025-09-30 0000857005 us-gaap:RetainedEarningsMember 2024-09-30 0000857005 ptc:ComputerAidedDesignMember 2024-10-01 2025-03-31 0000857005 currency:EUR us-gaap:ForeignExchangeOptionMember 2026-03-31 0000857005 us-gaap:NondesignatedMember us-gaap:ForeignExchangeForwardMember 2026-03-31 0000857005 us-gaap:CustomerListsMember 2026-03-31 0000857005 srt:MaximumMember 2026-03-31 0000857005 ptc:AcceleratedShareRepurchaseAgreementMember 2026-03-17 0000857005 us-gaap:ForeignExchangeForwardMember currency:JPY 2026-03-31 0000857005 us-gaap:FairValueInputsLevel3Member us-gaap:ForwardContractsMember 2025-09-30 0000857005 srt:AmericasMember us-gaap:OperatingSegmentsMember 2026-01-01 2026-03-31 0000857005 us-gaap:NondesignatedMember us-gaap:ForeignExchangeForwardMember 2025-09-30 0000857005 2024-09-30 0000857005 2026-04-01 2026-03-31 0000857005 ptc:A4000Seniornotesdue2028Member us-gaap:LongTermDebtMember 2025-09-30 0000857005 us-gaap:CommonStockMember 2025-12-31 0000857005 ptc:RecurringServicesMember 2026-01-01 2026-03-31 0000857005 us-gaap:OperatingSegmentsMember srt:EuropeMember 2025-01-01 2025-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember ptc:InterestandOtherExpenseNetMember 2026-01-01 2026-03-31 0000857005 us-gaap:LicenseMember us-gaap:CostOfSalesMember 2026-01-01 2026-03-31 0000857005 ptc:RecurringServicesMember 2025-01-01 2025-03-31 0000857005 us-gaap:TechnologyServiceMember 2024-10-01 2025-03-31 0000857005 us-gaap:OperatingSegmentsMember srt:AsiaPacificMember 2025-10-01 2026-03-31 0000857005 srt:AmericasMember us-gaap:OperatingSegmentsMember 2025-01-01 2025-03-31 0000857005 2027-04-01 2026-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember 2025-10-01 2026-03-31 0000857005 us-gaap:OtherLiabilitiesMember 2025-09-30 0000857005 us-gaap:TechnologyServiceMember us-gaap:CostOfSalesMember 2025-10-01 2026-03-31 0000857005 us-gaap:LineOfCreditMember 2025-10-01 2026-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember currency:JPY 2026-03-31 0000857005 ptc:ProductLifecycleManagementMember 2024-10-01 2025-03-31 0000857005 us-gaap:FairValueInputsLevel1Member 2025-09-30 0000857005 currency:EUR ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2025-09-30 0000857005 us-gaap:OperatingSegmentsMember srt:AsiaPacificMember 2024-10-01 2025-03-31 0000857005 us-gaap:FairValueInputsLevel2Member us-gaap:ForwardContractsMember 2025-09-30 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2026-03-31 0000857005 us-gaap:ResearchAndDevelopmentExpenseMember 2025-01-01 2025-03-31 0000857005 us-gaap:OptionMember us-gaap:FairValueInputsLevel1Member 2026-03-31 0000857005 ptc:PerpetualLicenseMember 2025-01-01 2025-03-31 0000857005 srt:AmericasMember us-gaap:OperatingSegmentsMember 2024-10-01 2025-03-31 0000857005 currency:ILS ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2026-03-31 0000857005 us-gaap:ForeignExchangeForwardMember currency:JPY 2025-09-30 0000857005 ptc:KepwareAndThingWorxMember 2025-10-01 2026-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:GBP 2025-09-30 0000857005 us-gaap:CommonStockMember 2025-03-31 0000857005 us-gaap:ComputerSoftwareIntangibleAssetMember 2025-09-30 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:INR 2026-03-31 0000857005 us-gaap:FairValueInputsLevel3Member us-gaap:OptionMember 2026-03-31 0000857005 ptc:AcceleratedShareRepurchaseAgreementMember 2026-03-31 0000857005 us-gaap:OperatingSegmentsMember srt:EuropeMember 2024-10-01 2025-03-31 0000857005 2025-10-01 2026-03-31 0000857005 currency:EUR us-gaap:ForeignExchangeOptionMember 2025-09-30 0000857005 ptc:SoftwareMember 2025-10-01 2026-03-31 0000857005 us-gaap:CommonStockMember 2024-09-30 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-10-01 2025-03-31 0000857005 us-gaap:ForwardContractsMember us-gaap:FairValueInputsLevel1Member 2025-09-30 0000857005 us-gaap:RetainedEarningsMember 2025-09-30 0000857005 us-gaap:OperatingSegmentsMember srt:AsiaPacificMember 2025-01-01 2025-03-31 0000857005 2025-12-31 0000857005 ptc:SupportAndCloudServicesMember us-gaap:CostOfSalesMember 2024-10-01 2025-03-31 0000857005 srt:ScenarioForecastMember 2026-04-01 2026-09-30 0000857005 us-gaap:RevolvingCreditFacilityMember us-gaap:LongTermDebtMember 2026-03-31 0000857005 us-gaap:FairValueInputsLevel3Member us-gaap:OptionMember 2025-09-30 0000857005 us-gaap:OperatingSegmentsMember 2024-10-01 2025-03-31 0000857005 us-gaap:FairValueInputsLevel3Member 2026-03-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2025-09-30 0000857005 ptc:AcceleratedShareRepurchaseAgreementMember 2026-01-01 2026-03-31 0000857005 ptc:KepwareAndThingWorxDivestitureMember 2026-03-31 0000857005 ptc:SupportAndCloudServicesMember us-gaap:CostOfSalesMember 2025-10-01 2026-03-31 0000857005 us-gaap:RetainedEarningsMember 2026-01-01 2026-03-31 0000857005 us-gaap:CommonStockMember 2025-09-30 0000857005 ptc:SoftwareMember 2026-01-01 2026-03-31 0000857005 us-gaap:OtherIntangibleAssetsMember 2025-09-30 0000857005 srt:AmericasMember us-gaap:OperatingSegmentsMember 2025-10-01 2026-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:TWD 2025-09-30 0000857005 currency:XXX ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2026-03-31 0000857005 ptc:ProductLifecycleManagementMember 2026-01-01 2026-03-31 0000857005 us-gaap:CommonStockMember 2024-10-01 2025-03-31 0000857005 us-gaap:OperatingSegmentsMember 2025-10-01 2026-03-31 0000857005 us-gaap:LicenseMember 2024-10-01 2025-03-31 0000857005 ptc:UnrecordedMember 2026-03-31 0000857005 us-gaap:RetainedEarningsMember 2025-01-01 2025-03-31 0000857005 us-gaap:SecuredDebtMember 2023-01-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember currency:EUR us-gaap:ForeignExchangeForwardMember 2025-09-30 0000857005 us-gaap:LicenseMember us-gaap:CostOfSalesMember 2025-10-01 2026-03-31 0000857005 2026-05-04 0000857005 us-gaap:RetainedEarningsMember 2024-12-31 0000857005 us-gaap:ForwardContractsMember us-gaap:FairValueInputsLevel1Member 2026-03-31 0000857005 us-gaap:SecuredDebtMember us-gaap:LongTermDebtMember 2025-09-30 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember 2025-09-30 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-12-31 0000857005 ptc:KepwareAndThingWorxDivestitureMember 2025-11-05 2025-11-05 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember currency:SEK us-gaap:NondesignatedMember 2025-09-30 0000857005 us-gaap:AdditionalPaidInCapitalMember 2025-10-01 2026-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember 2026-01-01 2026-03-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2025-01-01 2025-03-31 0000857005 us-gaap:TechnologyServiceMember 2025-01-01 2025-03-31 0000857005 us-gaap:OperatingSegmentsMember 2025-01-01 2025-03-31 0000857005 2024-10-01 2025-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember 2025-01-01 2025-03-31 0000857005 us-gaap:LicenseMember 2025-01-01 2025-03-31 0000857005 ptc:RecurringServicesMember 2024-10-01 2025-03-31 0000857005 us-gaap:FairValueInputsLevel2Member 2025-09-30 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember currency:SEK us-gaap:NondesignatedMember 2026-03-31 0000857005 us-gaap:GeneralAndAdministrativeExpenseMember 2024-10-01 2025-03-31 0000857005 us-gaap:RevolvingCreditFacilityMember us-gaap:LongTermDebtMember 2025-09-30 0000857005 us-gaap:LicenseMember 2026-01-01 2026-03-31 0000857005 us-gaap:FairValueInputsLevel2Member us-gaap:OptionMember 2026-03-31 0000857005 us-gaap:SellingAndMarketingExpenseMember 2026-01-01 2026-03-31 0000857005 us-gaap:ForeignExchangeOptionMember us-gaap:NondesignatedMember srt:MaximumMember 2026-03-31 0000857005 ptc:KepwareAndThingWorxDivestitureMember 2025-10-01 2026-03-31 0000857005 ptc:SupportAndCloudServicesMember 2025-10-01 2026-03-31 0000857005 currency:EUR us-gaap:ForeignExchangeForwardMember 2026-03-31 0000857005 us-gaap:SellingAndMarketingExpenseMember 2025-10-01 2026-03-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2025-03-31 0000857005 ptc:SupportAndCloudServicesMember us-gaap:CostOfSalesMember 2025-01-01 2025-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember ptc:OptionContractsMember 2026-03-31 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-10-01 2026-03-31 0000857005 us-gaap:OtherNoncurrentAssetsMember us-gaap:LineOfCreditMember 2026-03-31 0000857005 us-gaap:FairValueInputsLevel2Member 2026-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:GBP 2026-03-31 0000857005 us-gaap:ForwardContractsMember 2026-03-31 0000857005 us-gaap:OperatingSegmentsMember srt:EuropeMember 2025-10-01 2026-03-31 0000857005 ptc:AcceleratedShareRepurchaseAgreementMember 2026-03-17 2026-03-17 0000857005 ptc:ComputerAidedDesignMember 2025-01-01 2025-03-31 0000857005 ptc:ComputerAidedDesignMember 2025-10-01 2026-03-31 0000857005 ptc:SoftwareMember 2025-01-01 2025-03-31 0000857005 us-gaap:TrademarksMember 2025-09-30 0000857005 ptc:A4000Seniornotesdue2028Member 2020-02-13 0000857005 us-gaap:OtherCurrentAssetsMember us-gaap:LineOfCreditMember 2025-09-30 0000857005 us-gaap:AdditionalPaidInCapitalMember 2024-12-31 0000857005 us-gaap:OperatingSegmentsMember srt:EuropeMember 2026-01-01 2026-03-31 0000857005 us-gaap:TrademarksMember 2026-03-31 0000857005 ptc:SupportAndCloudServicesMember 2025-01-01 2025-03-31 0000857005 currency:EUR us-gaap:ForeignExchangeForwardMember 2025-09-30 0000857005 2026-03-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2026-01-01 2026-03-31 0000857005 us-gaap:SellingAndMarketingExpenseMember 2024-10-01 2025-03-31 0000857005 2025-01-01 2025-03-31 0000857005 us-gaap:CommonStockMember 2025-01-01 2025-03-31 0000857005 us-gaap:RetainedEarningsMember 2025-10-01 2026-03-31 0000857005 us-gaap:CommonStockMember 2026-03-31 0000857005 ptc:SupportAndCloudServicesMember us-gaap:CostOfSalesMember 2026-01-01 2026-03-31 0000857005 us-gaap:GeneralAndAdministrativeExpenseMember 2026-01-01 2026-03-31 0000857005 us-gaap:GeneralAndAdministrativeExpenseMember 2025-01-01 2025-03-31 0000857005 us-gaap:OptionMember 2026-03-31 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-12-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2025-09-30 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember srt:MaximumMember 2026-03-31 0000857005 2024-12-31 0000857005 us-gaap:CustomerListsMember 2025-09-30 0000857005 ptc:ComputerAidedDesignMember 2026-01-01 2026-03-31 0000857005 us-gaap:RevolvingCreditFacilityMember 2023-01-31 0000857005 us-gaap:ForeignExchangeOptionMember currency:JPY 2025-09-30 0000857005 us-gaap:TechnologyServiceMember 2026-01-01 2026-03-31 0000857005 us-gaap:TechnologyServiceMember us-gaap:CostOfSalesMember 2024-10-01 2025-03-31 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-01-01 2025-03-31 0000857005 us-gaap:OptionMember us-gaap:FairValueInputsLevel1Member 2025-09-30 0000857005 srt:MinimumMember us-gaap:LineOfCreditMember 2025-10-01 2026-03-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2024-10-01 2025-03-31 0000857005 us-gaap:SeniorNotesMember ptc:A4000Seniornotesdue2028Member 2026-03-31 0000857005 us-gaap:CommonStockMember 2024-12-31 0000857005 us-gaap:ForeignCountryMember 2024-10-01 2025-03-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2026-03-31 0000857005 us-gaap:LineOfCreditMember 2026-03-31 0000857005 ptc:ProductLifecycleManagementMember 2025-10-01 2026-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember ptc:OptionContractsMember 2025-09-30 0000857005 us-gaap:TechnologyServiceMember us-gaap:CostOfSalesMember 2025-01-01 2025-03-31 0000857005 srt:MaximumMember 2027-04-01 2026-03-31 0000857005 srt:ScenarioForecastMember srt:MaximumMember 2026-10-01 0000857005 ptc:SupportAndCloudServicesMember 2026-01-01 2026-03-31 0000857005 us-gaap:ResearchAndDevelopmentExpenseMember 2025-10-01 2026-03-31 0000857005 ptc:PerpetualLicenseMember 2026-01-01 2026-03-31 0000857005 us-gaap:ForeignExchangeOptionMember currency:JPY 2026-03-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2025-12-31 0000857005 ptc:PerpetualLicenseMember 2024-10-01 2025-03-31 0000857005 us-gaap:ForwardContractsMember 2025-09-30 0000857005 us-gaap:RetainedEarningsMember 2025-12-31 0000857005 us-gaap:ComputerSoftwareIntangibleAssetMember 2026-03-31 0000857005 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2026-01-01 2026-03-31 0000857005 us-gaap:LicenseMember us-gaap:CostOfSalesMember 2025-01-01 2025-03-31 0000857005 ptc:KepwareAndThingWorxDivestitureMember srt:MaximumMember 2025-11-05 2025-11-05 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:JPY 2026-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember currency:INR 2025-09-30 0000857005 srt:MaximumMember us-gaap:LineOfCreditMember 2025-10-01 2026-03-31 0000857005 2025-09-30 0000857005 ptc:KepwareAndThingWorxMember 2026-01-01 2026-03-31 0000857005 us-gaap:NondesignatedMember us-gaap:ForeignExchangeForwardMember srt:MaximumMember 2026-03-31 0000857005 us-gaap:LicenseMember 2025-10-01 2026-03-31 0000857005 us-gaap:NondesignatedMember ptc:OptionContractsMember 2026-03-31 0000857005 us-gaap:TechnologyServiceMember 2025-10-01 2026-03-31 0000857005 us-gaap:RetainedEarningsMember 2026-03-31 0000857005 us-gaap:InternalRevenueServiceIRSMember 2025-10-01 2026-03-31 0000857005 ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember ptc:InterestandOtherExpenseNetMember 2025-01-01 2025-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:ForeignExchangeForwardMember 2025-09-30 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember 2024-10-01 2025-03-31 0000857005 ptc:PerpetualLicenseMember 2025-10-01 2026-03-31 0000857005 us-gaap:ResearchAndDevelopmentExpenseMember 2026-01-01 2026-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember currency:JPY 2025-09-30 0000857005 us-gaap:GeneralAndAdministrativeExpenseMember 2025-10-01 2026-03-31 0000857005 currency:ILS ptc:ForeignExchangeForwardContractAndOptionsMember us-gaap:NondesignatedMember 2025-09-30 0000857005 us-gaap:FairValueInputsLevel3Member 2025-09-30 0000857005 2025-03-31 0000857005 ptc:CapitalizedSoftwareMember 2026-03-31 0000857005 us-gaap:InternalRevenueServiceIRSMember 2025-10-01 2025-12-31 0000857005 us-gaap:AdditionalPaidInCapitalMember 2024-09-30 0000857005 us-gaap:ForeignExchangeContractMember 2026-03-31 0000857005 ptc:CapitalizedSoftwareMember 2025-09-30 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember 2026-03-31 0000857005 ptc:ProductLifecycleManagementMember 2025-01-01 2025-03-31 0000857005 us-gaap:RetainedEarningsMember 2024-10-01 2025-03-31 0000857005 us-gaap:DesignatedAsHedgingInstrumentMember currency:EUR us-gaap:NetInvestmentHedgingMember us-gaap:ForeignExchangeForwardMember 2026-03-31 0000857005 srt:MaximumMember 2024-10-01 0000857005 us-gaap:SecuredDebtMember us-gaap:LongTermDebtMember 2026-03-31 0000857005 us-gaap:FairValueInputsLevel3Member us-gaap:ForwardContractsMember 2026-03-31 0000857005 us-gaap:OperatingSegmentsMember 2026-01-01 2026-03-31 0000857005 us-gaap:OptionMember 2025-09-30 0000857005 2026-01-01 2026-03-31 xbrli:pure xbrli:shares ptc:Segment iso4217:USD xbrli:shares iso4217:USD Table of Contents   UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM 10-Q     ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 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: 0-18059   PTC Inc. (Exact name of registrant as specified in its charter)     Massachusetts   04-2866152 (State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification Number) 121 Seaport Boulevard , Boston , MA 02210 (Address of principal executive offices, including zip code) ( 781 ) 370-5000 (Registrant’s telephone number, including area code)   Securities registered pursuant to Section 12(b) of the Act:   Title of each class Trading symbol(s) Name of each exchange on which registered Common Stock, $.01 par value per share PTC NASDAQ Global Select Market   Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act:   Large accelerated filer ☑   Accelerated filer ☐   Non-accelerated filer ☐   Smaller reporting company ☐                     Emerging growth company ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑ There were 115,505,791 shares of our common stock outstanding on May 4, 2026.   Table of Contents   PTC Inc. INDEX TO FORM 10-Q For the Quarter Ended March 31, 2026   Page Number Part I—FINANCIAL INFORMATION   Item 1. Unaudited Condensed Consolidated Financial Statements: 1 Consolidated Balance Sheets as of March 31, 2026 and September 30, 2025 1 Consolidated Statements of Operations for the three and six months ended March 31, 2026 and March 31, 2025 2 Consolidated Statements of Comprehensive Income for the three and six months ended March 31, 2026 and March 31, 2025 3 Consolidated Statements of Cash Flows for the six months ended March 31, 2026 and March 31, 2025 4 Consolidated Statements of Stockholders' Equity for the three and six months ended March 31, 2026 and March 31, 2025 5 Notes to Condensed Consolidated Financial Statements 7 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 20 Item 3. Quantitative and Qualitative Disclosures about Market Risk 32 Item 4. Controls and Procedures 32   Part II—OTHER INFORMATION   Item 1A. Risk Factors 33 Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds   33 Item 5.   Other Information   33 Item 6. Exhibits 35 Signature 36         Table of Contents     PART I—FINANCI AL INFORMATION ITEM 1. UNAUDITED CONDENSED CONS OLIDATED FINANCIAL STATEMENTS PTC Inc. CONSOLIDATED B ALANCE SHEETS (in thousands, except per share data) (unaudited)                       March 31, 2026     September 30, 2025   ASSETS             Current assets:             Cash and cash equivalents   $ 439,112     $ 184,415   Accounts receivable, net of allowance for doubtful accounts of $ 1,890  and $ 1,487  at March 31, 2026 and September 30, 2025, respectively     852,643       1,001,085   Prepaid expenses     134,077       119,107   Other current assets     78,307       78,760   Total current assets     1,504,139       1,383,367   Property and equipment, net     54,747       60,843   Goodwill     3,403,009       3,493,316   Acquired intangible assets, net     783,236       824,663   Deferred tax assets     66,634       194,070   Operating right-of-use lease assets     125,274       114,974   Other assets     600,221       545,939   Total assets   $ 6,537,260     $ 6,617,172   LIABILITIES AND STOCKHOLDERS’ EQUITY             Current liabilities:             Accounts payable   $ 14,455     $ 11,504   Accrued expenses and other current liabilities     154,270       136,140   Accrued compensation and benefits     127,219       199,561   Accrued income taxes     118,318       28,749   Current portion of long-term debt     25,000       25,000   Deferred revenue     756,687       812,271   Short-term lease obligations     22,802       24,179   Total current liabilities     1,218,751       1,237,404   Long-term debt     1,172,972       1,172,434   Deferred tax liabilities     29,786       30,151   Long-term deferred revenue     14,363       14,794   Long-term lease obligations     160,278       148,254   Other liabilities     81,237       187,906   Total liabilities     2,677,387       2,790,943   Commitments and contingencies (Note 11)             Stockholders’ equity:             Preferred stock, $ 0.01  par value; 5,000  shares authorized; none  issued     —       —   Common stock, $ 0.01  par value; 500,000  shares authorized; 115,498  and 119,536  shares issued and outstanding at March 31, 2026 and September 30, 2025, respectively     1,155       1,195   Additional paid-in capital     1,110,430       1,822,590   Retained earnings     2,840,848       2,083,607   Accumulated other comprehensive loss     ( 92,560 )     ( 81,163 ) Total stockholders’ equity     3,859,873       3,826,229   Total liabilities and stockholders’ equity   $ 6,537,260     $ 6,617,172       The accompanying notes are an integral part of the condensed consolidated financial statements. 1 Table of Contents     PTC Inc. CONSOLIDATED STATEM ENTS OF OPERATIONS (in thousands, except per share data) (unaudited)       Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Revenue:                         License   $ 362,732     $ 254,395     $ 632,386     $ 427,149   Support and cloud services     387,586       352,990       780,842       713,952   Total software revenue     750,318       607,385       1,413,228       1,141,101   Professional services     23,985       28,981       46,900       60,393   Total revenue     774,303       636,366       1,460,128       1,201,494   Cost of revenue:                         Cost of license revenue     12,021       10,939       25,363       21,162   Cost of support and cloud services revenue     76,907       70,303       156,136       141,655   Total cost of software revenue     88,928       81,242       181,499       162,817   Cost of professional services revenue     24,690       25,020       49,865       55,242   Total cost of revenue     113,618       106,262       231,364       218,059   Gross margin     660,685       530,104       1,228,764       983,435   Operating expenses:                         Sales and marketing     140,093       125,031       280,984       282,563   Research and development     124,132       111,023       244,116       226,539   General and administrative     88,646       54,993       162,647       108,312   Amortization of acquired intangible assets     12,012       11,380       24,084       22,820   Impairment and other charges, net     —       4,213       —       4,213   Total operating expenses     364,883       306,640       711,831       644,447   Operating income     295,802       223,464       516,933       338,988   Interest expense     ( 15,328 )     ( 19,606 )     ( 32,588 )     ( 41,654 ) Other income, net     466,325       1,391       465,429       1,069   Income before income taxes     746,799       205,249       949,774       298,403   Provision for income taxes     156,076       42,605       192,533       53,527   Net income   $ 590,723     $ 162,644     $ 757,241     $ 244,876   Earnings per share—Basic   $ 5.00     $ 1.35     $ 6.38     $ 2.04   Earnings per share—Diluted   $ 4.98     $ 1.35     $ 6.35     $ 2.02   Weighted-average shares outstanding—Basic     118,185       120,177       118,764       120,210   Weighted-average shares outstanding—Diluted     118,553       120,854       119,277       121,000       The accompanying notes are an integral part of the condensed consolidated financial statements. 2 Table of Contents     PTC Inc. CONSOLIDATED STATEMENTS OF C OMPREHENSIVE INCOME (in thousands) (unaudited)       Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Net income   $ 590,723     $ 162,644     $ 757,241     $ 244,876   Other comprehensive income (loss), net of tax:                         Hedge gain (loss) arising during the period, net of tax of $( 2.2 ) million and $ 4.9  million in the second quarter of 2026 and 2025, respectively, and $( 2.0 ) million and $( 3.3 ) million in the first six months of 2026 and 2025, respectively     6,745       ( 15,014 )     6,156       10,226   Foreign currency translation adjustment, net of tax of $ 0  for each period     ( 18,414 )     36,202       ( 17,885 )     ( 27,795 ) Change in pension benefit, net of tax of $( 0.1 ) million and $ 0.0  million in the second quarter of 2026 and 2025, respectively, and $( 0.1 ) million and $( 0.1 ) million in the first six months of 2026 and 2025, respectively     256       ( 313 )     332       531   Other comprehensive income (loss)     ( 11,413 )     20,875       ( 11,397 )     ( 17,038 ) Comprehensive income   $ 579,310     $ 183,519     $ 745,844     $ 227,838       The accompanying notes are an integral part of the condensed consolidated financial statements. 3 Table of Contents     PTC Inc. CONSOLIDATED STATEM ENTS OF CASH FLOWS (in thousands) (unaudited)       Six months ended       March 31, 2026     March 31, 2025   Cash flows from operating activities:             Net income   $ 757,241     $ 244,876   Adjustments to reconcile net income to net cash provided by operating activities:             Depreciation and amortization     49,990       51,263   Amortization of right-of-use lease assets     17,728       16,165   Stock-based compensation     126,466       107,363   Gain on divestiture of businesses     ( 464,602 )     —   Other non-cash items, net     ( 2,052 )     1,903   Changes in operating assets and liabilities, excluding the effects of acquisitions:             Accounts receivable     135,414       127,972   Accounts payable and accrued expenses     81,706       ( 35,405 ) Accrued compensation and benefits     ( 37,897 )     ( 15,301 ) Deferred revenue     ( 48,648 )     34,532   Accrued income taxes     108,888       5,565   Other current assets and prepaid expenses     ( 145,805 )     ( 7,735 ) Operating lease liabilities     12,414       ( 2,596 ) Other noncurrent assets and liabilities     ( 181 )     ( 8,864 ) Net cash provided by operating activities     590,662       519,738   Cash flows from investing activities:             Additions to property and equipment     ( 5,011 )     ( 5,575 ) Settlement of net investment hedges     16,706       12,260   Divestiture of businesses     523,306       —   Net cash provided by investing activities     535,001       6,685   Cash flows from financing activities:             Borrowings under credit facility     76,250       860,000   Repayments of Senior Notes     —       ( 500,000 ) Repayments of borrowings under credit facility     ( 76,250 )     ( 720,125 ) Repurchases of common stock     ( 826,159 )     ( 150,000 ) Proceeds from issuance of common stock     13,162       13,307   Payments of withholding taxes in connection with stock-based awards     ( 52,816 )     ( 52,871 ) Other financing activity     ( 1,007 )     ( 1,410 ) Net cash used in financing activities     ( 866,820 )     ( 551,099 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash     ( 4,146 )     ( 6,048 ) Net change in cash, cash equivalents, and restricted cash     254,697       ( 30,724 ) Cash, cash equivalents, and restricted cash, beginning of period     184,988       266,466   Cash, cash equivalents, and restricted cash, end of period   $ 439,685     $ 235,742   Supplemental disclosure of non-cash financing and investing activities:             Operating right-of-use assets obtained in exchange for operating lease liabilities   $ 25,770     $ 11,294       The accompanying notes are an integral part of the condensed consolidated financial statements. 4 Table of Contents     PTC Inc. CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (in thousands) (unaudited)       Three months ended March 31, 2026       Common Stock                 Accumulated             Shares     Amount     Additional Paid-In Capital     Retained Earnings     Other Comprehensive Loss     Total Stockholders’ Equity   Balance as of December 31, 2025     118,892     $ 1,189     $ 1,672,252     $ 2,250,125     $ ( 81,147 )   $ 3,842,419   Common stock issued for employee stock-based awards     64       1       ( 1 )     —       —       —   Shares surrendered by employees to pay taxes related to stock-based awards     ( 17 )     ( 1 )     ( 2,796 )     —       —       ( 2,797 ) Common stock issued for employee stock purchase plan     99       1       13,161       —       —       13,162   Compensation expense from stock-based awards     —       —       58,105       —       —       58,105   Repurchases of common stock, including excise tax     ( 3,540 )     ( 35 )     ( 630,291 )     —       —       ( 630,326 ) Net income     —       —       —       590,723       —       590,723   Gain on net investment hedges, net of tax     —       —       —       —       6,745       6,745   Foreign currency translation adjustment     —       —       —       —       ( 18,414 )     ( 18,414 ) Change in defined benefit pension items, net of tax     —       —       —       —       256       256   Balance as of March 31, 2026     115,498     $ 1,155     $ 1,110,430     $ 2,840,848     $ ( 92,560 )   $ 3,859,873         Six months ended March 31, 2026       Common Stock                 Accumulated             Shares     Amount     Additional Paid-In Capital     Retained Earnings     Other Comprehensive Loss     Total Stockholders’ Equity   Balance as of September 30, 2025     119,536     $ 1,195     $ 1,822,590     $ 2,083,607     $ ( 81,163 )   $ 3,826,229   Common stock issued for employee stock-based awards     845       9       ( 9 )     —       —       —   Shares surrendered by employees to pay taxes related to stock-based awards     ( 300 )     ( 4 )     ( 52,624 )     —       —       ( 52,628 ) Common stock issued for employee stock purchase plan     99       1       13,161       —       —       13,162   Compensation expense from stock-based awards     —       —       158,753       —       —       158,753   Repurchases of common stock, including excise tax     ( 4,682 )     ( 46 )     ( 831,441 )     —       —       ( 831,487 ) Net income     —       —       —       757,241       —       757,241   Gain on net investment hedges, net of tax     —       —       —       —       6,156       6,156   Foreign currency translation adjustment     —       —       —       —       ( 17,885 )     ( 17,885 ) Change in defined benefit pension items, net of tax     —       —       —       —       332       332   Balance as of March 31, 2026     115,498     $ 1,155     $ 1,110,430     $ 2,840,848     $ ( 92,560 )   $ 3,859,873     5 Table of Contents           Three months ended March 31, 2025       Common Stock                 Accumulated             Shares     Amount     Additional Paid-In Capital     Retained Earnings     Other Comprehensive Loss     Total Stockholders’ Equity   Balance as of December 31, 2024     120,219     $ 1,202     $ 1,936,411     $ 1,431,842     $ ( 139,634 )   $ 3,229,821   Common stock issued for employee stock-based awards     115       1       ( 1 )     —       —       —   Shares surrendered by employees to pay taxes related to stock-based awards     ( 34 )     —       ( 6,128 )     —       —       ( 6,128 ) Common stock issued for employee stock purchase plan     89       1       13,306       —       —       13,307   Compensation expense from stock-based awards     —       —       41,278       —       —       41,278   Repurchases of common stock, including excise tax     ( 463 )     ( 5 )     ( 75,329 )     —       —       ( 75,334 ) Net income     —       —       —       162,644       —       162,644   Loss on net investment hedges, net of tax     —       —       —       —       ( 15,014 )     ( 15,014 ) Foreign currency translation adjustment     —       —       —       —       36,202       36,202   Change in defined benefit pension items, net of tax     —       —       —       —       ( 313 )     ( 313 ) Balance as of March 31, 2025     119,926     $ 1,199     $ 1,909,537     $ 1,594,486     $ ( 118,759 )   $ 3,386,463         Six months ended March 31, 2025       Common Stock                 Accumulated             Shares     Amount     Additional Paid-In Capital     Retained Earnings     Other Comprehensive Loss     Total Stockholders’ Equity                                         Balance as of September 30, 2024     120,155     $ 1,202     $ 1,965,307     $ 1,349,610     $ ( 101,721 )   $ 3,214,398   Common stock issued for employee stock-based awards     810       8       ( 8 )     —       —       —   Shares surrendered by employees to pay taxes related to stock-based awards     ( 282 )     ( 3 )     ( 53,318 )     —       —       ( 53,321 ) Common stock issued for employee stock purchase plan     89       1       13,306       —       —       13,307   Compensation expense from stock-based awards     —       —       134,575       —       —       134,575   Repurchases of common stock, including excise tax     ( 846 )     ( 9 )     ( 150,325 )     —       —       ( 150,334 ) Net income     —       —       —       244,876       —       244,876   Gain on net investment hedges, net of tax     —       —       —       —       10,226       10,226   Foreign currency translation adjustment     —       —       —       —       ( 27,795 )     ( 27,795 ) Change in defined benefit pension items, net of tax     —       —       —       —       531       531   Balance as of March 31, 2025     119,926     $ 1,199     $ 1,909,537     $ 1,594,486     $ ( 118,759 )   $ 3,386,463       The accompanying notes are an integral part of the condensed consolidated financial statements. 6 Table of Contents     PTC Inc. NOTES TO CON DENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. Basis of Presentation General The accompanying unaudited condensed consolidated financial statements include the accounts of PTC Inc. and its wholly owned subsidiaries and have been prepared by management in accordance with accounting principles generally accepted in the United States of America (GAAP) and in accordance with the rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. While we believe that the disclosures presented are adequate in order to make the information not misleading, these unaudited quarterly financial statements should be read in conjunction with our annual consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended September 30, 2025. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting only of those of a normal recurring nature, necessary for a fair statement of our financial position, results of operations and cash flows as of the dates and for the periods indicated. The September 30, 2025 Consolidated Balance Sheet included herein is derived from our audited consolidated financial statements. Unless otherwise indicated, all references to a year mean our fiscal year, which ends on September 30. Recently Adopted Accounting Pronouncements Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract In September 2025, the FASB issued ASU 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract, which expands the scope exceptions of the derivatives guidance and clarifies the guidance on share-based payments from a customer. Specifically, the ASU introduces a scope exception for contracts that are not exchange-traded and that have variables based on operations or activities specific to one of the parties of the contract. The ASU is effective for us in the first quarter of 2028, with early adoption permitted. We early adopted this standard prospectively in the second quarter of 2026. The adoption of this ASU did not have an impact on our consolidated financial statements and related disclosures. Pending Accounting Pronouncements Narrow-Scope Improvements for Interim Reporting In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements, which clarifies interim disclosure requirements and the applicability of Topic 270. The ASU will be effective for us in the first quarter of 2029, with early adoption permitted. We expect the adoption to result in disclosure changes only. 7 Table of Contents     Targeted Improvements to the Accounting for Internal-Use Software In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which modernizes the accounting for internal-use software by eliminating project stage-based capitalization and clarifying the probable-to-complete threshold to commence the capitalization of software costs. The ASU will be effective for us in the first quarter of 2029, with early adoption permitted. The standard may be applied prospectively, retrospectively, or via a modified prospective transition method. We are currently evaluating the impact of this guidance on our consolidated financial statements and related disclosures. Measurements of Credit Losses for Accounts Receivable and Contract Assets In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides a practical expedient to measure credit losses on accounts receivable and contract assets. The ASU will be effective for us in the first quarter of 2027, with early adoption permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements and related disclosures. Disaggregation of Income Statement Expenses In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses and in January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. As clarified by ASU 2025-01, ASU 2024-03 will be effective for us in the fourth quarter of 2028. We expect the adoption to result in disclosure changes only. Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU will be effective for us in the fourth quarter of 2026. We expect the adoption to result in disclosure changes only. 2. Revenue from Contracts with Customers Receivables, Co ntract Assets and Contract Liabilities   (in thousands)   March 31, 2026     September 30, 2025   Short-term receivables   $ 852,643     $ 1,001,085   Long-term receivables   $ 446,508     $ 378,941   Contract asset   $ 12,070     $ 11,044   Deferred revenue   $ 771,050     $ 827,065   During the six months ended March 31, 2026, we recognized $ 551.1 million of revenue that was included in Deferred revenue as of September 30, 2025. The remainder of the change in the Deferred revenue balance was driven by additional deferrals, primarily from new bil lings, offset by a decrease of approximately $ 56 million related to the Kepware and ThingWorx divestiture and a decrease resulting from changes in foreign currency exchange rates. Our multi-year, non-cancellable on-premises subscription contracts provide customers with an annual right to exchange software within the subscription with other software. As of March 31, 2026 and September 30, 2025, our total revenue liability was $ 44.4 million and $ 39.7 million, respectively, primarily associated with the annual right to exchange on-premises subscription software. 8 Table of Contents     Remaining Performance Obligations (RPO) Our contracts with customers include amounts allocated to performance obligations that will be satisfied and recognized as revenue at a later date. The value of RPO and timing of recognition may be impacted by several factors, including the performance obligation type, duration and timing of commencement, as well as foreign currency exchange rate fluctuations. As of March 31, 2026, RPO totaled $ 2,514.5 million, of which $ 771.1 million is recorded in Deferred revenue and $ 1,743.4 million is not yet recorded in the Consolidated Balance Sheets. Of the total, we expect to recognize approximately 53 % over the next 12 months, 27 % over the next 13 to 24 months, and the remaining amount thereafter. Disaggregation of Revenue   (in thousands)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Recurring revenue (1)   $ 743,376     $ 601,549     $ 1,400,656     $ 1,125,860   Perpetual license     6,942       5,836       12,572       15,241   Professional services     23,985       28,981       46,900       60,393   Total revenue   $ 774,303     $ 636,366     $ 1,460,128     $ 1,201,494   (1) Recurring revenue is comprised of on-premises subscription, perpetual support, SaaS, and hosting services revenue. We report revenue by the following two product groups: (in thousands)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Product lifecycle management (PLM)   $ 492,128     $ 396,149     $ 923,670     $ 749,608   Computer-aided design (CAD)     282,175       240,217       536,458       451,886   Total revenue   $ 774,303     $ 636,366     $ 1,460,128     $ 1,201,494   Our international revenue is presented based on the location of our customer. Revenue for the geographic regions in which we operate is presented below. (in thousands)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Americas   $ 375,589     $ 292,823     $ 696,524     $ 570,792   Europe     299,404       251,148       570,931       447,172   Asia Pacific     99,310       92,395       192,673       183,530   Total revenue   $ 774,303     $ 636,366     $ 1,460,128     $ 1,201,494     3. Stock-based Compensation Compensation expense recorded for our stock-based awards is classified in our Consolidated Statements of Operations as follows: (in thousands)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Cost of license revenue   $ 107     $ 72     $ 206     $ 106   Cost of support and cloud services revenue     5,216       3,912       9,462       7,970   Cost of professional services revenue     1,816       1,523       3,465       3,344   Sales and marketing     20,032       13,545       35,230       31,613   Research and development     18,157       14,391       34,072       30,546   General and administrative     23,271       18,069       44,031       33,784   Total stock-based compensation expense   $ 68,599     $ 51,512     $ 126,466     $ 107,363     9 Table of Contents     As of March 31, 2026 and September 30, 2025 , we had liability-classified awards related to stock-based compensation based on a fixed monetary amount of $ 18.9 million and $ 51.3 million, respectively. The liability as of September 30, 2025 was settled via the issuance of shares in the first quarter of 2026 . 4. Earnings per Share (EPS) and Common Stock EPS The following table presents the calculation for both basic and diluted EPS: (in thousands, except per share data)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Net income   $ 590,723     $ 162,644     $ 757,241     $ 244,876   Weighted-average shares outstanding—Basic     118,185       120,177       118,764       120,210   Dilutive effect of restricted stock units     368       677       513       790   Weighted-average shares outstanding—Diluted     118,553       120,854       119,277       121,000   Earnings per share—Basic   $ 5.00     $ 1.35     $ 6.38     $ 2.04   Earnings per share—Diluted   $ 4.98     $ 1.35     $ 6.35     $ 2.02   T here were 0.3 million and 0.1 million anti-dilutive shares for the three and six months ended March 31, 2026 , respectively. There were 0.3 million and 0.2 million anti-dilutive shares for the three and six months ended March 31, 2025, respectively. Common Stock Repurchases Our Articles of Organization authorize us to issue up to 500 million shares of our common stock. Our Board of Directors has authorized us to repurchase up to $ 2 billion of our common stock in the period October 1, 2024 through September 30, 2026 (the “current authorization”), and $ 2 billion of our common stock in the period October 1, 2026 through September 30, 2028 . The amount remaining under the current authorization for repurchases as of March 31, 2026 is set forth in Part II, Item 2 Unregistered Sales of Equity Securities and Use of Proceeds of this Quarterly Report. On March 17, 2026, we entered into an accelerated share repurchase agreement ("ASR") with a major financial institution ("Bank") to repurchase $ 375 million of our outstanding common stock as a part of our existing share repurchase pr ogram. The ASR was funded with proceeds from the Kepware and ThingWorx divestiture. Upon execution of the ASR, we paid the Bank $ 375 million and received an initial delivery of 1.9 million shares, which represented 80 % ($ 300 million) of the value of the ASR contract. The remaining $ 75 million represents the amount held back by the Bank pending final settlement of the ASR, which is expected to occur in the third quarter of 2026. Upon settlement of the ASR, the total shares repurchased will equal $ 375 million divided by the average daily volume weighted-average price of our common stock during the term of the ASR less a fixed per-share discount. Settlement may occur in cash or shares at our election. We accounted for the ASR as an equity transaction; accordingly, this $ 75 million was recorded as a reduction to Additional paid-in capital in the second quarter of 2026.   In addition to the ASR repurchases described above, in the second quarter and first six months of 2026, we repurchased 1.6 million sha res for $ 250 million and 2.8 million shares for $ 450 million, respectively, through open market transactions. In the second quarter and first six months of 2026 , we also paid $ 1.1 million in excise taxes related to share repurchases. In the second quarter and first six months of 2025, we repurchased 0.5 million shares for $ 75 million and 0.8 million shares for $ 150 million, respectively, through open market transactions. All shares repurchased are automatically restored to the status of authorized and unissued. 10 Table of Contents     5. Acquisitions and Divestitures Acquisition and transaction-related costs in the second quarter and first six months of 2026 totaled $ 26.5 million and $ 37.1 million, respectively, compared to $ 0.6 million and $ 0.8 million in the second quarter and first six months of 2025, respectively. These costs are classified in General and administrative expense in the accompanying Consolidated Statements of Operations. Kepware and ThingWorx Divestiture On March 13, 2026, we sold our Kepware and ThingWorx businesses pursuant to an Asset Purchase Agreement dated November 5, 2025 with Parrot US Buyer, L.P., a Delaware limited partnership (“Purchaser”), an entity controlled by investment funds affiliated with TPG Global, LLC. Total consideration for the transaction was $ 530.8 million, of which $ 523.3 million was received as cash proceeds in the second quarter of 2026 and $ 7.5 million is expected to be received in 2026. Consideration is subject to final working capital and indebtedness adjustments. Additional future contingent consideration of up to $ 125 million may be received by PTC in certain circumstances following a sale of the Business by Purchaser. We have elected to defer the recognition of gains associated with contingent consideration unless and until they become realizable. Goodwill was allocated to the sold businesses based on a relative fair value allocation of total goodwill. The assets and liabilities of the Kepware and ThingWorx businesses were classified as held for sale in the first quarter of 2026. Upon closing the transaction, we sold $ 68.2 million of net assets and recognized a gain on the sale of $ 462.6 million, which is included in Other income, net. This resulted in tax expense of $ 102.4 million included in our income tax provision.   In connection with this divestiture, we entered into a transition services agreement ("TSA") with Purchaser, whereby we agreed to provide certain transition services for up to 12 months from the date of sale. Income related to the TSA offsets the operating costs to provide these services and is recognized as a reduction of the related operating expenses. TSA income was not material in the three months ended March 31, 2026. 6. Goodwill and Intangible Assets Goodwill and acquired intangible assets consisted of the following: (in thousands)   March 31, 2026     September 30, 2025       Gross Carrying Amount     Accumulated Amortization     Net Book Value     Gross Carrying Amount     Accumulated Amortization     Net Book Value   Goodwill               $ 3,403,009                 $ 3,493,316   Intangible assets with finite lives:                                     Purchased software   $ 545,687     $ 394,974     $ 150,713     $ 639,104     $ 472,357     $ 166,747   Capitalized software     22,877       22,877       —       22,877       22,877       —   Customer lists and relationships     1,090,276       470,332       619,944       1,149,262       505,202       644,060   Trademarks and trade names     31,882       19,303       12,579       38,179       24,323       13,856   Other     3,486       3,486       —       4,019       4,019       —   Total intangible assets with finite lives   $ 1,694,208     $ 910,972     $ 783,236     $ 1,853,441     $ 1,028,778     $ 824,663   Total goodwill and acquired intangible assets               $ 4,186,245                 $ 4,317,979   Changes in Goodwill were as follows: (in thousands)       Balance, October 1, 2025   $ 3,493,316   Divestiture of businesses     ( 82,204 ) Foreign currency translation adjustment     ( 8,103 ) Balance, March 31, 2026   $ 3,403,009     11 Table of Contents     The aggregate amortization expense for intangible assets with finite lives is classified in our Consolidated Statements of Operations as follows: (in thousands)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Amortization of acquired intangible assets   $ 12,012     $ 11,380     $ 24,084     $ 22,820   Cost of revenue     7,768       8,131       15,668       16,431   Total amortization expense   $ 19,780     $ 19,511     $ 39,752     $ 39,251     7. Fair Value Measurements The valuation hierarchy for disclosure of assets and liabilities reported at fair value prioritizes the inputs for such valuations into three broad levels: • Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2: quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument; or • Level 3: unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. A financial asset's or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Money market funds, time deposits, and corporate notes/bonds are classified within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets. The principal market in which we execute our foreign currency derivatives is the institutional market in an over-the-counter environment with a relatively high level of price transparency. The market participants are generally large financial institutions. Our foreign currency derivatives’ valuation inputs are based on quoted prices and quoted pricing intervals from public data sources and do not involve management judgment. These contracts are typically classified within Level 2 of the fair value hierarchy. 12 Table of Contents     Our significant financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2026 and September 30, 2025 were as follows: (in thousands)   March 31, 2026       Level 1     Level 2     Level 3     Total   Financial assets:                         Cash equivalents (1)   $ 268,635     $ —     $ —     $ 268,635   Forward contracts     —       735       —       735   Option contracts     —       6,882       —       6,882     $ 268,635     $ 7,617     $ —     $ 276,252   Financial liabilities:                         Forward contracts     —       5,274       —       5,274     $ —     $ 5,274     $ —     $ 5,274     (in thousands)   September 30, 2025       Level 1     Level 2     Level 3     Total   Financial assets:                         Cash equivalents (1)   $ 38,031     $ —     $ —     $ 38,031   Forward contracts     —       6,007       —       6,007   Option contracts     —       6,228       —       6,228     $ 38,031     $ 12,235     $ —     $ 50,266   Financial liabilities:                         Forward contracts     —       4,773       —       4,773     $ —     $ 4,773     $ —     $ 4,773   (1) Money market funds and time deposits. 8. Derivative Financial Instruments We enter into derivative transactions to manage our exposure to fluctuations in foreign exchange rates, specifically foreign currency forward contracts to manage our exposure related to monetary assets and liabilities denominated in foreign currencies and foreign exchange option contracts to manage our exposure related to forecasted cash flows. We do not enter into derivative transactions for trading or speculative purposes. The following table shows our derivative instruments measured at gross fair value as reflected in the Consolidated Balance Sheets: (in thousands)   Fair Value of Derivatives Designated As Hedging Instruments     Fair Value of Derivatives Not Designated As Hedging Instruments       March 31, 2026     September 30, 2025     March 31, 2026     September 30, 2025   Derivative assets (1) :                         Forward contracts   $ —     $ 2,871     $ 735     $ 3,136   Option contracts   $ —     $ —     $ 6,882     $ 6,228   Derivative liabilities (2) :                         Forward contracts   $ 2,149     $ —     $ 3,125     $ 4,773   (1) As of March 31, 2026 and September 30, 2025 , current derivative assets are recorded in Other current assets in the Consolidated Balance Sheets. (2) As of March 31, 2026 and September 30, 2025 , current derivative liabilities are recorded in Accrued expenses and other current liabilities in the Consolidated Balance Sheets. 13 Table of Contents     Non-Designated Hedges We hedge our net foreign currency monetary assets and liabilities with foreign exchange forward contracts to reduce the risk that our earnings and cash flows will be adversely affected by changes in foreign currency exchange rates. These contracts have maturities of up to approximately three months . Generally, we do not designate these foreign currency forward contracts as hedges for accounting purposes and changes in the fair value of these instruments are recognized immediately in earnings. Because we enter into forward contracts only as an economic hedge, gains or losses on the underlying foreign-denominated balance are generally offset by the losses or gains on the forward contract. Gains and losses on forward contracts and foreign denominated receivables and payables are included in Other income, net. We hedge our forecasted U.S. Dollar cash flows with foreign exchange option contrac ts to reduce the risk that they will be adversely affected by changes in Euro or Japanese Yen exchange rates. These options have maturities of up to approximately fourteen months . We do not designate these foreign currency option contracts as hedges for accounting purposes and changes in the fair value of these instruments are recognized immediately in earnings. Because we enter into option contracts as an economic hedge, currency impacts on the Euro or Japanese Yen-denominated operations may be partially offset by gains on the option contracts. Gains and losses on foreign exchange option contracts are included in Other income, net. As of March 31, 2026 and September 30, 2025, we had outstanding forward and option contracts not designated as hedging instruments with notional amounts equivalent to the following: Currency Hedged (in thousands)   March 31, 2026     September 30, 2025   Euro / U.S. Dollar (1)   $ 820,821     $ 1,202,830   British Pound / U.S. Dollar     16,776       22,974   Israeli Shekel / U.S. Dollar     18,493       20,094   Indian Rupee / U.S. Dollar     54,756       53,465   Japanese Yen / U.S. Dollar (2)     98,390       131,284   Swedish Krona / U.S. Dollar     12,392       21,568   New Taiwan Dollar / U.S. Dollar     8,074       23,098   All other     29,456       42,773   Total   $ 1,059,158     $ 1,518,086   (1) As of March 31, 2026 , $ 677.5 million of the Euro to U.S. Dollar outstanding notional amount relates to forward contracts and $ 143.3 million relates to option contracts. As of September 30, 2025 , $ 835.4 million of the Euro to U.S. Dollar outstanding notional amount relates to forward contracts and $ 367.4 million relates to option contracts . (2) As of March 31, 2026, $ 40.4 million of the Japanese Yen to U.S. Dollar outstanding notional amount relates to forward contracts and $ 58.0 million relate s to option contracts. As of September 30, 2025 , $ 41.9 million of the Japanese Yen to U.S. Dollar outstanding notional amount relates to forward contracts and $ 89.4 million relates to option contracts. The following table shows the effect of our non-designated hedges on the Consolidated Statements of Operations for the three and six months ended March 31, 2026 and March 31, 2025:  (in thousands)       Three months ended     Six months ended       Location of Gain (Loss)   March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Net realized and unrealized gain (loss), excluding the underlying foreign currency exposure being hedged   Other income, net   $ 931     $ ( 917 )   $ 1,143     $ ( 360 ) In the three months ended March 31, 2026 and March 31, 2025, total foreign currency gains, net were immaterial. In the six months ended March 31, 2026 and March 31, 2025, total foreign currency losses , net were $ 1.9 million and $ 1.1 million, respectively. 14 Table of Contents     Net Investment Hedges We translate balance sheet accounts of subsidiaries with foreign functional currencies into the U.S. Dollar using the exchange rate at each balance sheet date. Resulting translation adjustments are reported as a component of Accumulated other comprehensive loss on the Consolidated Balance Sheets. We designate certain foreign exchange forward contracts as net investment hedges against exposure on translation of balance sheet accounts of Euro and Japanese Yen functional subsidiaries. Net investment hedges partially offset the impact of Foreign currency translation adjustment recorded in Accumulated other comprehensive loss on the Consolidated Balance Sheets. All foreign exchange forward contracts are carried at fair value on the Consolidated Balance Sheets and the maximum duration of net investment hedge foreign exchange forward contracts is approximately three mo nths . Net investment hedge relationships are designated at inception, and effectiveness is assessed retrospectively on a quarterly basis using the net equity position of Euro and Japanese Yen functional subsidiaries. As the forward contracts are highly effective in offsetting exchange rate exposure, we record changes in these net investment hedges in Accumulated other comprehensive loss. Changes in the fair value of foreign exchange forward contracts due to changes in time value are excluded from the assessment of effectiveness. Our derivatives are not subject to any credit contingent features. We manage credit risk with counterparties by trading among several counterparties and we review our counterparties’ credit at least quarterly. As of March 31, 2026 and September 30, 2025, we had outstanding forward contracts designated as net investment hedges with notional amounts equivalent to the following: Currency Hedged (in thousands)   March 31, 2026     September 30, 2025   Euro / U.S. Dollar   $ 516,854     $ 480,198   Japanese Yen / U.S. Dollar     18,957       10,260   Total   $ 535,811     $ 490,458     The following table shows the effect of our derivative instruments designated as net investment hedges in the Consolidated Statements of Operations for the three and six months ended March 31, 2026 and March 31, 2025: (in thousands)       Three months ended     Six months ended       Location of Gain (Loss)   March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Gain (loss) recognized in Other comprehensive income (loss) ("OCI")   OCI   $ 8,942     $ ( 19,898 )   $ 8,160     $ 13,550   Gain (loss) reclassified from OCI to earnings   n/a   $ —     $ —     $ —     $ —   Gain recognized, excluded portion   Other income, net   $ 1,595     $ 1,254     $ 3,526     $ 2,329   Offsetting Derivative Assets and Liabilities We have entered into master netting arrangements for our foreign exchange contracts that allow net settlements under certain conditions. Although netting is permitted, it is currently our policy and practice to record all derivative assets and liabilities on a gross basis in the Consolidated Balance Sheets. 15 Table of Contents     The following table sets forth the offsetting of derivative assets as of March 31, 2026: (in thousands)   Gross Amounts Offset in the Consolidated Balance Sheets           Gross Amounts Not Offset in the Consolidated Balance Sheets         As of March 31, 2026   Gross Amount of Recognized Assets     Gross Amounts Offset in the Consolidated Balance Sheets     Net Amounts of Assets Presented in the Consolidated Balance Sheets     Financial Instruments     Cash Collateral Received     Net Amount   Foreign exchange contracts   $ 7,617     $ —     $ 7,617     $ ( 5,274 )   $ —     $ 2,343   The following table sets forth the offsetting of derivative liabilities as of March 31, 2026: (in thousands)   Gross Amounts Offset in the Consolidated Balance Sheets           Gross Amounts Not Offset in the Consolidated Balance Sheets         As of March 31, 2026   Gross Amount of Recognized Liabilities     Gross Amounts Offset in the Consolidated Balance Sheets     Net Amounts of Liabilities Presented in the Consolidated Balance Sheets     Financial Instruments     Cash Collateral Pledged     Net Amount   Foreign exchange contracts   $ 5,274     $ —     $ 5,274     $ ( 5,274 )   $ —     $ —       9. Income Taxes (in thousands)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Income before income taxes   $ 746,799     $ 205,249     $ 949,774     $ 298,403   Provision for income taxes   $ 156,076     $ 42,605     $ 192,533     $ 53,527   Effective income tax rate     21 %     21 %     20 %     18 % The effective tax rate for the six months ended March 31, 2026 was higher than the effective tax rate for the corresponding prior-year period primarily due to changes in the geographic mix of income before taxes. For the three and six months ended March 31, 2026, the provision for income taxes includes tax expense of $ 102.4 million on the gain on sale of $ 462.6 million related to the Kepware and ThingWorx divestiture. The effective tax rate for the six months ended March 31, 2026 also reflected a net income tax benefit of $ 7.1 million related to Internal Revenue Service (IRS) procedural guidance, as described below. The six months ended March 31, 2025 included a benefit of $ 10.4 million associated with the impact of tax reserves related to prior years in a foreign jurisdiction. In the six months ended March 31, 2026 , our rate included the effects of IRS procedural guidance requiring consent for previously automatic changes of accounting method. In 2024, we requested consent from the IRS to change our tax accounting method for the treatment of certain deductions. In the quarter ended December 31, 2025, upon receiving consent from the IRS, we released the reserve established in 2025 related to the procedural guidance, which resulted in a net income tax benefit of $ 7.1 million for the reversal of the associated accrued interest and indirect effects on GILTI and FDII in 2024. In the normal course of business, PTC and its subsidiaries are examined by various taxing authorities, including the IRS in the U.S. We regularly assess the likelihood of additional assessments by tax authorities and provide for these matters as appropriate. We are currently under audit by tax authorities in several jurisdictions. Audits by tax authorities typically involve examination of the deductibility of certain permanent items, transfer pricing, limitations on net operating losses and tax credits. 16 Table of Contents     As of March 31, 2026 and September 30, 2025, income taxes payable and income tax accruals recorded on the accompanying Consolidated Balance Sheets were $ 161.3 million ( 118.3 million in Accrued income taxes and $ 43.0 million recorded in Other Liabilities) and $ 179.1 million ($ 28.7 million in Accrued income taxes and $ 150.4 million in Other liabilities), respectively. As of March 31, 2026 and September 30, 2025 , we had unrecognized tax benefits of $ 50.5 million and $ 157.7 million, respectively. This decrease predominantly relates to the release of the reserve established in 2025 related to the IRS procedural guidance, primarily resulting in corresponding decreases to Deferred tax assets and the reserve for unrecognized tax benefits within Other liabilities. Additionally, this resulted in a $ 7.1 million net income tax benefit as described above. If all our unrecognized tax benefits as of March 31, 2026 were to become recognizable in the future, we would record a benefit to the income tax provision of $ 50.5 million, which would be partially offset by an increase in the U.S. valuation allowance of $ 5.6 million. Although we believe our tax estimates are appropriate, the final determination of tax audits and any related litigation could result in favorable or unfavorable changes in our estimates. We believe it is reasonably possible that within the next 12 months the amount of unrecognized tax benefits related to the resolution of multi-jurisdictional tax positions could be reduced by up to $ 1 million. On July 4, 2025, the “One Big Beautiful Bill Act” (the “Act”) was enacted into law. The Act includes changes to U.S. tax law that are applicable to us beginning in 2026. These changes include provisions allowing accelerated tax deductions for qualified property and research expenditures. Our financials reflect the impact of the provisions of the Act that are applicable beginning 2026.   10. Debt As of March 31, 2026 and September 30, 2025, we had the following debt obligations: (in thousands)   March 31, 2026     September 30, 2025   4.000% Senior notes due 2028   $ 500,000     $ 500,000   Credit facility revolver line (1)(2)     243,750       231,250   Credit facility term loan (1)(2)     456,250       468,750   Total debt     1,200,000       1,200,000   Unamortized debt issuance costs for the senior notes (3)     ( 2,028 )     ( 2,566 ) Total debt, net of issuance costs (4)   $ 1,197,972     $ 1,197,434   (1) Unamortized debt issuance costs related to the credit facility were $ 2.7 million included in Other current assets and $ 2.9 million included in Other assets on the Consolidated Balance Sheet as of March 31, 2026 and $ 2.7 million included in Other current assets and $ 3.3 million included in Other assets on the Consolidated Balance Sheet as of September 30, 2025 . (2) The stated maturity date under the credit facility on which both the revolver line and the term loan will mature and all amounts then outstanding will become due and payable is January 3, 2028 . The term loan began amortizing in March 2024, with payments remaining of $ 12.5 mi llion in 2026, $ 25.0 million in 2027, and $ 418.7 million in 2028. (3) As of March 31, 2026 and September 30, 2025, all unamortized debt issuance costs for the senior notes were included in Long-term debt on the Consolidated Balance Sheets. (4) As of March 31, 2026 and September 30, 2025, $ 25.0 million of debt associated with the credit facility term loan was classified as short term . Senior Unsecured Notes In February 2020, we issued $ 500 million in aggregate principal amount of 4.0 % senior, unsecured long-term debt at par value, due in 2028 (the 2028 notes). As of March 31, 2026, the total estimated fair value of the 2028 notes was approximately $ 488.8 million based on quoted prices for the notes on that date. We were in compliance with all the covenants for our senior notes as of March 31, 2026. 17 Table of Contents     Credit Agreement Our credit facility consists of (i) a $ 1.25 billion revolving credit facility, (ii) a $ 500 million term loan credit facility, and (iii) an incremental facility pursuant to which we may incur additional term loan tranches or increase the revolving credit facility. As of March 31, 2026, unused commitments under our revolving credit facility were $ 1,006.3 million and the amount available to borrow was $ 989.2 million. As of March 31, 2026, the fair value of our credit facility approximates its book value. PTC and certain foreign subsidiaries are eligible borrowers under the credit facility. As of March 31, 2026 , $ 46.3 million was borrowed by an eligible foreign subsidiary borrower. We were in compliance with all financial and operating covenants of the credit facility as of March 31, 2026. Loans under the credit facility bear interest at variable rates. As of March 31, 2026, the annual rate for borrowings outstanding was 5.1 % . A quarterly revolving commitment fee on the undrawn portion of the revolving credit facility is required, ranging from 0.175 % to 0.325 % per annum, based upon our total leverage ratio. Interest We incurred interest expense on our debt of $ 15.3 million and $ 32.6 million in the second quarter and first six months of 2026, respectively, and $ 19.6 million and $ 41.7 million in the second quarter and first six months of 2025, respectively. The average interest rate on borrowings outstanding was approximately 4.7 % during the second quarter and first six months of 2026, and 4.9 % and 4.8 % during the second quarter and first six months of 2025 , respectively. 11. Commitments and Contingencies Guarantees and Indemnification Obligations We enter into standard indemnification agreements with our customers and business partners in the ordinary course of our business. Under such agreements, we typically indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party, in connection with patent, copyright or other intellectual property infringement claims by any third party with respect to our products. Indemnification may also cover other types of claims, including claims relating to certain data breaches. These agreements typically limit our liability with respect to indemnification claims other than intellectual property infringement claims. Historically, our costs to defend lawsuits or settle claims relating to such indemnity agreements have been minimal and, accordingly, we believe the estimated fair value of liabilities under these agreements is immaterial. We warrant that our software products will perform in all material respects in accordance with our standard published specifications during the term of the license. Additionally, we generally warrant that our consulting services will be performed consistent with generally accepted industry standards and, in the case of fixed price services, the agreed-upon specifications. In most cases, liability for these warranties is capped. If necessary, we would provide for the estimated cost of product and service warranties based on specific warranty claims and claim history; however, we have not incurred significant cost under our product or services warranties. As a result, we believe the estimated fair value of these liabilities is immaterial. 12. Segments We operate as a single operating and reportable segment. Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker ("CODM") in deciding how to allocate resources and in assessing performance. Our CODM is our Chief Executive Officer . The CODM evaluates financial performance and allocates resources based on consolidated results, including consolidated net income. The total assets of the segment are reported on the Consolidated Balance Sheets. 18 Table of Contents     The following table presents revenue, significant expenses, and consolidated net income for our reportable segment: (in thousands)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   Revenue   $ 774,303     $ 636,366     $ 1,460,128     $ 1,201,494   Costs and expenses:                               Cost of revenue, adjusted (1)     98,711       92,624       202,563       190,208         Operating expenses, adjusted (2)     264,939       244,432       537,279       520,646         Other segment items (3)     ( 180,070 )     136,666       ( 36,955 )     245,764   Consolidated net income   $ 590,723     $ 162,644     $ 757,241     $ 244,876   (1) Cost of revenue, adjusted excludes stock-based compensation and amortization of acquired intangible assets . (2) Operating expenses, adjusted excludes stock-based compensation, amortization of acquired intangible assets, acquisition and transaction-related charges, and Impairment and other charges, net . (3) Other segment items include stock-based compensation; amortization of acquired intangible assets; acquisition and transaction-related charges; Impairment and other charges, net; Other income, net; and Provision for income taxes. 19 Table of Contents     ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS O F FINANCIAL CONDITION AND RESULTS OF OPERATIONS Business Overview PTC is a global software company headquartered in Boston, Massachusetts. We employ over 7,000 people and support more than 30,000 customers globally. We primarily serve customers in the following industry verticals: • Industrials • Federal, Aerospace and Defense • Electronics and High Tech • Automotive • Medical Technology and Life Sciences Our customers are focused on improving their competitiveness in the face of global competition and increasing product complexity, and our suite of software offerings is a strategic enabler of this and their digital transformation initiatives. Given the breadth and openness of our portfolio, we enable the Intelligent Product Lifecycle: establishing a strong product data foundation in the engineering department and democratizing the access and use of that data across the enterprise to drive cross-functional collaboration, accelerate new product introduction timelines, and deliver higher product quality. By embracing the Intelligent Product Lifecycle, our customers establish the quality, consistency, and traceability of product data, ensuring the data is up-to-date, accessible, reliable, and actionable. Our customers can then go on to use this data to break down silos, streamline workflows, and achieve interoperability across departments, functions, and systems. This includes the growing emphasis on AI-driven transformation across our customers’ teams, operations, and processes. A product data foundation is the backbone of AI-driven transformation. Our business is based on a subscription model and approximately 95% of our 2025 and 2026 year-to-date revenue was recurring in nature. Compared to a perpetual license model, our subscription model naturally drives higher customer engagement and retention and provides better business predictability. This, in turn, enables us to make steady and sustained investments to support our customers and pursue mid-to-long-term growth opportunities. Forward-Looking Statements Statements in this document that are not historic facts, including statements about our future operating, financial and growth expectations, potential stock repurchases, and the anticipated benefits of the sale of the Kepware and ThingWorx businesses (the “divestiture”) are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected. These risks include: the macroeconomic and/or global manufacturing climates may not improve or may deteriorate due to, among other factors, the effects of import tariffs, threats of additional and reciprocal import tariffs, global trade and geopolitical tensions and uncertainty, including the recent military conflict in Iran, volatile foreign exchange rates, high interest rates or increases in interest rates, inflation, and tightening of credit standards and availability, any of which could cause customers to delay or reduce purchases of new software, adopt competing software solutions, reduce the number of subscriptions they carry, or delay payments to us, which would adversely affect our ARR (Annual Run Rate) and/or financial results and cash flow and growth; our investments in our software solutions, including the integration of artificial intelligence (AI) capabilities into our software solutions, may not drive expansion of those solutions and/or generate the ARR and/or cash flow we expect if those capabilities are not made available when or as we expect, if customers are slower to adopt those solutions than we 20 Table of Contents     expect, or if customers adopt competing solutions; customers may not build the product data foundations essential for the AI-driven transformation of their business when or as we expect, which could adversely affect our ARR and/or financial results and cash flow and growth; our go-to-market realignment and related initiatives may not generate the ARR and/or financial results or cash flow when or as we expect; the proceeds we receive under the Transition Services Agreement entered into in connection with the divestiture may be lower than expected and/or may not offset our expenses and/or the cash flow impact of the divestiture to the extent expected; the divestiture and/or performance of the Transition Services Agreement may disrupt our business to a greater extent than we expect; other uses of cash or our credit facility limits could limit or preclude the return of excess cash to shareholders by way of share repurchases, or could change the amount and timing of any share repurchases; and foreign exchange rates may differ materially from those we expect. In addition, our assumptions concerning our future GAAP and non-GAAP effective income tax rates are based on estimates and other factors that could change, including changes to tax laws in the U.S. and other countries and the geographic mix of our revenue, expenses, and profits. Other risks and uncertainties that could cause actual results to differ materially from those projected are described below throughout or referenced in Part II, Item 1A. Risk Factors of this report. Our Operating and Non-GAAP Financial Measures Our discussion of results includes discussion of our ARR operating measure, non-GAAP financial measures, and disclosure of our results on a constant currency basis. ARR and our non-GAAP financial measures are described below in Operating and Non-GAAP Financial Measures . The methodology used to calculate constant currency disclosures is described in Results of Operations - Impact of Foreign Currency Exchange on Results of Operations . You should read those sections to understand our operating measure, non-GAAP financial measures, and constant currency disclosures. Given the divestiture of our Kepware and ThingWorx businesses in Q2’26, we are also providing ARR excluding those divested businesses, which removes ARR attributable to those businesses from the applicable prior periods to facilitate meaningful period-to-period comparisons of our continuing business. Executive Overview We completed the divestiture of our Kepware and ThingWorx businesses on March 13, 2026. We received $523 million upon closing of the transaction and recognized a $463 million gain on the sale. Refer to Note 5. Acquisitions and Divestitures for additional detail. ARR grew 3% (1% constant currency) to $2.36 billion as of the end of Q2’26 compared to Q2’25, with growth impacted by the Q2'26 divestiture of Kepware and ThingWorx. Excluding the divested businesses from Q2'25 ARR, ARR growth would have been 11% (8.5% constant currency). Cash provided by operating activities grew 14% to $321 million in Q2'26 compared to Q2'25. Free cash flow grew 14% to $318 million in Q2'26 compared to Q2'25. In Q2'26, we made $5 million of divestiture-related payments. Our cash flow growth is attributable to resilient top-line growth due to our subscription business model and operational discipline. In Q2'26, we used $626 million to repurchase outstanding shares, including $375 million paid upon entry into an Accelerated Share Repurchase agreement (ASR). Revenue grew 22% (15% constant currency) to $774 million in Q2'26 compared to Q2'25, reflecting the value and duration of contracts that commenced in the period. Operating margin grew by approximately 310 basis points in Q2'26 compared to Q2'25, reflecting higher revenue and continued operating discipline, offset by the impact of divestiture-related charges of $27 million. Diluted earnings per share grew 270% to $4.98 in Q2'26 compared to Q2'25, primarily driven by the Q2'26 recognition of a $360 million gain, net of tax on the Kepware and ThingWorx divestiture.   21 Table of Contents     Results of Operations (Dollar amounts in millions, except per share data)   Three months ended     Percent Change       March 31, 2026     March 31, 2025     Actual     Constant Currency (1)   ARR   $ 2,364.7     $ 2,290.1       3 %     1 % ARR excluding divested businesses (2)   $ 2,364.7     $ 2,136.0       11 %     8.5 %                         Total recurring revenue (3)   $ 743.4     $ 601.5       24 %     17 % Perpetual license     6.9       5.8       19 %     14 % Professional services     24.0       29.0       (17 )%     (21 )% Total revenue     774.3       636.4       22 %     15 % Total cost of revenue     113.6       106.3       7 %     5 % Gross margin     660.7       530.1       25 %     17 % Operating expenses     364.9       306.6       19 %     15 % Operating income   $ 295.8     $ 223.5       32 %     20 % Non-GAAP operating income (1)   $ 410.7     $ 299.3       37 %     27 % Operating margin     38.2 %     35.1 %             Non-GAAP operating margin (1)     53.0 %     47.0 %             Diluted earnings per share   $ 4.98     $ 1.35               Non-GAAP diluted earnings per share (1)   $ 2.69     $ 1.79                                       Cash provided by operating activities   $ 320.9     $ 281.3               Capital expenditures     (2.7 )     (2.8 )             Free cash flow   $ 318.2     $ 278.5                   (Dollar amounts in millions, except per share data)   Six months ended     Percent Change       March 31, 2026     March 31, 2025     Actual     Constant Currency (1)   ARR   $ 2,364.7     $ 2,290.1       3 %     1 % ARR excluding divested businesses (2)   $ 2,364.7     $ 2,136.0       11 %     8.5 %                         Total recurring revenue (3)   $ 1,400.7     $ 1,125.9       24 %     20 % Perpetual license     12.6       15.2       (18 )%     (19 )% Professional services     46.9       60.4       (22 )%     (24 )% Total revenue     1,460.1       1,201.5       22 %     17 % Total cost of revenue     231.4       218.1       6 %     5 % Gross margin     1,228.8       983.4       25 %     20 % Operating expenses     711.8       644.4       10 %     8 % Operating income   $ 516.9     $ 339.0       52 %     40 % Non-GAAP operating income (1)   $ 720.3     $ 490.6       47 %     38 % Operating margin     35.4 %     28.2 %             Non-GAAP operating margin (1)     49.3 %     40.8 %             Diluted earnings per share   $ 6.35     $ 2.02               Non-GAAP diluted earnings per share (1)   $ 4.61     $ 2.89                                       Cash provided by operating activities   $ 590.7     $ 519.7               Capital expenditures     (5.0 )     (5.6 )             Free cash flow   $ 585.7     $ 514.2               (1) See Operating and Non-GAAP Financial Measures below for a reconciliation of our GAAP results to our non-GAAP financial measures and Impact of Foreign Currency Exchange on Results of Operations below for a description of how we calculate our results on a constant currency basis. (2) ARR excluding divested businesses excludes ARR attributable to the Kepware and ThingWorx businesses from the prior‑year period to facilitate period‑to‑period comparison following the Q2'26 divestiture of those businesses. (3) Recurring revenue is comprised of on-premises subscription, perpetual support, SaaS, and hosting services revenue.   22 Table of Contents     Impact of Foreign Currency Exchange on Results of Operations Approximately 55% of our revenue and 30% of our expenses are transacted in currencies other than the U.S. Dollar. Because we report our results of operations in U.S. Dollars, currency translation, particularly changes in the Euro, Yen, Shekel, and Rupee relative to the U.S. Dollar, affects our reported results. Our constant currency disclosures are calculated by multiplying the results in local currency for the quarterly periods for FY'26 and FY'25 by the exchange rates in effect on September 30, 2025. If reported results for the six months ended March 31, 2026 were converted into U.S. Dollars using the rates in effect as of September 30, 2025, ARR would have been higher by $23 million, revenue would have been higher by $3 million, and expenses would have been materially consistent. If reported results for the six months ended March 31, 2025 were converted into U.S. Dollars using the rates in effect as of September 30, 2025, ARR would have been higher by $68 million, revenue would have been higher by $50 million, and expenses would have been higher by $17 million. Revenue Under ASC 606, the value, mix, and duration of contract types (support, SaaS, on-premises subscription) commencing in any given period can have a material impact on revenue in the period, and as a result can impact the comparability of reported revenue period over period. We recognize revenue for the license portion of on-premises subscription contracts when we deliver the licenses to the customer, typically on the start date, and we recognize revenue on the support portion of on-premises subscription contracts and stand-alone support contracts ratably over the term. Revenue from our cloud services (primarily SaaS) contracts is recognized ratably. Over time, as we expand our SaaS offerings, release additional cloud functionality into our products, and migrate customers from on-premises subscriptions to SaaS, a higher portion of our revenue would be recognized ratably. Given the different value, mix, and duration of contracts commencing in any period, year-over-year or sequential revenue can vary significantly. Revenue by Line of Business (Dollar amounts in millions)   Three months ended     Percent Change     Six months ended     Percent Change       March 31, 2026     March 31, 2025     Actual     Constant Currency     March 31, 2026     March 31, 2025     Actual     Constant Currency   License   $ 362.7     $ 254.4       43 %     34 %   $ 632.4     $ 427.1       48 %     41 % Support and cloud services     387.6       353.0       10 %     5 %     780.8       714.0       9 %     6 % Software revenue     750.3       607.4       24 %     17 %     1,413.2       1,141.1       24 %     19 % Professional services     24.0       29.0       (17 )%     (21 )%     46.9       60.4       (22 )%     (24 )% Total revenue   $ 774.3     $ 636.4       22 %     15 %   $ 1,460.1     $ 1,201.5       22 %     17 % Software revenue growth in Q2'26 and the first six months of FY'26 compared to the corresponding FY'25 periods was driven by license revenue growth, which was driven by the value and duration of contracts that commenced in the period. Support and cloud services revenue growth in Q2'26 and the first six months of FY'26 compared to the corresponding FY'25 periods was mainly driven by growth in both CAD and PLM. Professional services revenue decreased in Q2'26 and the first six months of FY'26 as we continue to execute on our strategy of leveraging partners to deliver services rather than contracting to deliver services ourselves. 23 Table of Contents     Software Revenue by Product Group (Dollar amounts in millions)   Three months ended     Percent Change     Six months ended     Percent Change       March 31, 2026     March 31, 2025     Actual     Constant Currency     March 31, 2026     March 31, 2025     Actual     Constant Currency   PLM   $ 470.0     $ 368.4       28 %     21 %   $ 879.9     $ 692.0       27 %     23 % CAD     280.3       239.0       17 %     10 %     533.3       449.1       19 %     14 % Software revenue   $ 750.3     $ 607.4       24 %     17 %   $ 1,413.2     $ 1,141.1       24 %     19 % PLM software revenue growth in Q2'26 was driven by Windchill license revenue growth in the Americas. PLM software revenue growth in the first six months of FY'26 was driven by license revenue growth in Europe and the Americas, primarily in Windchill. PLM ARR decreased 1% (3% constant currency) from Q2’25 to Q2'26, reflecting the impact of the Kepware and ThingWorx divestiture. Excluding Kepware and ThingWorx from Q2'25 ARR, PLM ARR growth would have been 11% (9% constant currency), primarily driven by Windchill and Codebeamer. PLM ARR decreased 5% (5% constant currency) in the Americas and grew 4% (1% decrease in constant currency) in Europe and 3% (4% constant currency) in Asia Pacific. Excluding Kepware and ThingWorx from Q2'25 ARR, PLM ARR growth would have been 15% (9% constant currency) in Europe, 15% (16% constant currency) in Asia Pacific, and 7% (7% constant currency) in the Americas, primarily driven by Windchill in each region and Codebeamer in Europe and Asia Pacific. CAD software revenue growth in Q2'26 and the first six months of FY'26 was driven by Creo license revenue growth in the Americas. CAD ARR grew 10% (8% constant currency) from Q2’25 to Q2’26, primarily driven by Creo. CAD ARR grew 13% (7% constant currency) in Europe, 10% (11% constant currency) in Asia Pacific, and 8% (7% constant currency) in the Americas, primarily driven by Creo in each region. Gross Margin (Dollar amounts in millions)   Three months ended           Six months ended             March 31, 2026     March 31, 2025     Percent Change     March 31, 2026     March 31, 2025     Percent Change   License gross margin   $ 350.7     $ 243.5       44 %   $ 607.0     $ 406.0       50 % License gross margin percentage     97 %     96 %           96 %     95 %       Support and cloud services gross margin   $ 310.7     $ 282.7       10 %   $ 624.7     $ 572.3       9 % Support and cloud services gross margin percentage     80 %     80 %           80 %     80 %       Professional services gross margin   $ (0.7 )   $ 4.0       (118 )%   $ (3.0 )   $ 5.2       (158 )% Professional services gross margin percentage     (3 )%     14 %           (6 )%     9 %                                             Total gross margin   $ 660.7     $ 530.1       25 %   $ 1,228.8     $ 983.4       25 % Total gross margin percentage     85 %     83 %           84 %     82 %                                             Non-GAAP gross margin (1)   $ 675.6     $ 543.7       24 %   $ 1,257.6     $ 1,011.3       24 % Non-GAAP gross margin percentage (1)     87 %     85 %           86 %     84 %       (1) Non-GAAP financial measures are reconciled to GAAP results under Non-GAAP Financial Measures below. License gross margin growth in Q2'26 and the first six months of FY'26 was in line with license revenue growth. Cost of license revenue was higher in the first six months of FY'26 compared to the first six months of FY'25, primarily due to higher royalty expenses. Support and cloud services gross margin growth in Q2'26 and the first six months of FY'26 compared to the corresponding FY'25 periods was in line with support and cloud services revenue growth. Cost of support and cloud services revenue increased 9% and 10% in Q2'26 and the first six months of FY'26, 24 Table of Contents     respectively, compared to the corresponding FY'25 periods, primarily due to higher cloud and software subscription-related costs and compensation-related costs. Professional services gross margin decreased in Q2'26 and the first six months of FY'26 compared to the corresponding FY'25 periods, primarily due to a sharper decrease in professional services revenue than in professional services expense. The decreases in professional services revenue and costs are due to our continued execution on our strategy of leveraging partners to deliver services rather than contracting to deliver services ourselves.   Operating Expenses (Dollar amounts in millions)   Three months ended           Six months ended             March 31, 2026     March 31, 2025     Percent Change     March 31, 2026     March 31, 2025     Percent Change   Sales and marketing   $ 140.1     $ 125.0       12 %   $ 281.0     $ 282.6       (1 )% % of total revenue     18 %     20 %           19 %     24 %       Research and development   $ 124.1     $ 111.0       12 %   $ 244.1     $ 226.5       8 % % of total revenue     16 %     17 %           17 %     19 %       General and administrative   $ 88.6     $ 55.0       61 %   $ 162.6     $ 108.3       50 % % of total revenue     11 %     9 %           11 %     9 %       Amortization of acquired intangible assets   $ 12.0     $ 11.4       6 %   $ 24.1     $ 22.8       6 % % of total revenue     2 %     2 %           2 %     2 %       Impairment and other charges, net   $ —     $ 4.2       (100 )%   $ —     $ 4.2       (100 )% % of total revenue     0 %     1 %           0 %     0 %       Total operating expenses   $ 364.9     $ 306.6       19 %   $ 711.8     $ 644.4       10 % Total headcount decreased 4% between Q2’25 and Q2’26 due to the Kepware and ThingWorx divestiture. Operating expenses in Q2'26 increased compared to Q2'25, primarily due to the following: • $27 million in charges associated with the Kepware and ThingWorx divestiture (included in General and administrative); • a $19 million increase in compensation expense (excluding stock-based compensation expense), driven by headcount growth prior to the Kepware and ThingWorx divestiture, annual merit increases and severance costs; and • a $15 million increase in stock-based compensation, driven by the timing and value of grants and the increase in the number of performance-based grants. Operating expenses in the first six months of FY'26 increased compared to the first six months of FY'25, primarily due to the following: • $37 million in charges associated with the Kepware and ThingWorx divestiture (included in General and administrative); • a $25 million increase in compensation expense (excluding stock-based compensation expense and severance expense), driven by headcount growth prior to the Kepware and ThingWorx divestiture and annual merit increases; • a $17 million increase in stock-based compensation, driven by the timing and value of grants and the increase in the number of performance-based grants; and • a $7 million increase in travel-related expenses; 25 Table of Contents     partially offset by: • a $14 million decrease in severance costs primarily related to our FY'25 go-to-market realignment (which was mainly included in Sales and marketing); and • a $7 million decrease in outside services, driven by FY'25 consulting services related to our go-to-market realignment and other corporate initiatives. Interest Expense (Dollar amounts in millions)   Three months ended           Six months ended             March 31, 2026     March 31, 2025     Percent Change     March 31, 2026     March 31, 2025     Percent Change   Interest expense   $ 15.3     $ 19.6       (22 )%   $ 32.6     $ 41.7       (22 )% Interest expense in FY'26 and FY'25 includes interest on our revolving credit facility, term loan, and senior notes due in 2028. Interest expense in Q2'25 and the first six months of FY'25 also included interest on our senior notes due in 2025, which were redeemed in Q2'25. Interest expense decreased in Q2'26 and the first six months of FY'26 compared to the corresponding FY'25 periods due to lower debt balances and lower interest rates. Other Income (Dollar amounts in millions)   Three months ended           Six months ended             March 31, 2026     March 31, 2025     Percent Change     March 31, 2026     March 31, 2025     Percent Change   Interest income   $ 1.2     $ 0.8       55 %   $ 2.0     $ 1.7       17 % Other income (expense), net     465.1       0.6       75,529 %     463.4       (0.6 )     73,199 % Other income, net   $ 466.3     $ 1.4       33,424 %   $ 465.4     $ 1.1       43,439 % Other income, net increased in Q2'26 and the first six months of FY'26 compared to the corresponding FY'25 periods due to the Q2'26 recognition of a $463 million gain on the Kepware and ThingWorx divestiture. Income Taxes (Dollar amounts in millions)   Three months ended           Six months ended             March 31, 2026     March 31, 2025     Percent Change     March 31, 2026     March 31, 2025     Percent Change   Income before income taxes   $ 746.8     $ 205.2       264 %   $ 949.8     $ 298.4       218 % Provision for income taxes   $ 156.1     $ 42.6       266 %   $ 192.5     $ 53.5       260 % Effective income tax rate     21 %     21 %           20 %     18 %       The effective tax rate for the first six months of FY'26 was higher than the effective tax rate for the corresponding prior-year period primarily due to changes in the geographic mix of income before taxes. For Q2'26 and the first six months of FY'26, the provision for income taxes includes tax expense of $102 million on the gain on sale of $463 million related to the Kepware and ThingWorx divestiture. The effective tax rate for the first six months of FY'26 also reflected a net income tax benefit of $7 million related to IRS procedural guidance, as described below. The first six months of FY'25 included a benefit of $10 million associated with the impact of tax reserves related to prior years in a foreign jurisdiction. In the first six months of FY'26, our rate included the effects of IRS procedural guidance requiring consent for previously automatic changes of accounting method. In 2024, we requested consent from the IRS to change our tax accounting method for the treatment of certain deductions. In Q1'26, upon receiving consent from the IRS, we released the reserve established in 2025 related to the procedural guidance, which resulted in a net income tax benefit of $7 million for the reversal of the associated accrued interest and indirect effects on GILTI and FDII in 2024. 26 Table of Contents     On July 4, 2025, the “One Big Beautiful Bill Act” (the “Act”) was enacted into law. The Act includes changes to U.S. tax law that are applicable to us beginning in FY'26. These changes include provisions allowing accelerated tax deductions for qualified property and research expenditures. Our financials reflect the impact of the provisions of the Act that are applicable beginning FY'26. Critical Accounting Policies and Estimates There were no material changes to our critical accounting policies and estimates as set forth under the heading Critical Accounting Policies and Estimates in Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 2025 Annual Report on Form 10-K. Recent Accounting Pronouncements In accordance with recently issued accounting pronouncements, we will be required to comply with certain changes in accounting rules and regulations. Refer to Note 1. Basis of Presentation to the Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q, which is incorporated herein by reference, for all recently issued accounting pronouncements. We are evaluating the impact of ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software and ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets and have not yet determined whether they will have a material impact.   Liquidity and Capital Resources (in millions)   March 31, 2026     September 30, 2025   Cash and cash equivalents   $ 439.1     $ 184.4   Restricted cash     0.6       0.6   Total   $ 439.7     $ 185.0                 (in millions)   Six months ended       March 31, 2026     March 31, 2025   Net cash provided by operating activities   $ 590.7     $ 519.7   Net cash provided by investing activities   $ 535.0     $ 6.7   Net cash used in financing activities   $ (866.8 )   $ (551.1 ) Cash, Cash Equivalents and Restricted Cash We invest our cash with highly rated financial institutions. Cash and cash equivalents include highly liquid investments with original maturities of three months or less. Due to the stability of our subscription model and consistency of annual, up-front billing, we aim to maintain a low cash balance. Cash balances are higher as of Q2'26 compared to Q4'25, reflecting the timing of expected tax payments and payment of divestiture-related charges associated with the Kepware and ThingWorx divestiture. A significant portion of our cash is generated and held outside the U.S. As of March 31, 2026, we had cash and cash equivalents of $27 million in the U.S., $269 million in Europe, $122 million in Asia Pacific (including India) and $21 million in other countries. We have substantial cash requirements in the U.S. but believe that the combination of our existing U.S. cash and cash equivalents, cash available under our revolving credit facility, future U.S. operating cash inflows, and our ability to repatriate cash to the U.S. will be sufficient to meet our ongoing U.S. operating expenses and known capital requirements. 27 Table of Contents     Cash Provided by Operating Activities Cash provided by operating activities increased $71 million in the first six months of FY'26 compared to the same period in FY'25. Growth was driven by higher collections, partially offset by higher tax payments and higher payroll and related payments. Additionally, the first six months of FY'26 included $15 million of divestiture-related payments. Cash Provided by Investing Activities Cash provided by investing activities in the first six months of FY'26 was driven by $523 million in consideration received for the divestiture of the Kepware and ThingWorx businesses. Cash Used in Financing Activities Cash used in financing activities in the first six months of FY'26 was driven by $826 million of repurchases of common stock, including $375 million associated with the ASR entered into in Q2'26. Cash used in financing activities in the first six months of FY'25 included net payments of $360 million on our outstanding debt, including the redemption of our 2025 senior notes primarily using a draw on our credit facility, and $150 million of repurchases of common stock.   Outstanding Debt (in millions)   March 31, 2026     September 30, 2025   4.000% Senior notes due 2028   $ 500.0     $ 500.0   Credit facility revolver line     243.8       231.3   Credit facility term loan     456.3       468.8   Total debt   $ 1,200.0     $ 1,200.0   Unamortized debt issuance costs for the senior notes     (2.0 )     (2.6 ) Total debt, net of issuance costs   $ 1,198.0     $ 1,197.4               Undrawn under credit facility revolver   $ 1,006.3     $ 1,018.8   Undrawn under credit facility revolver available to borrow   $ 989.2     $ 1,001.7   As of March 31, 2026, we were in compliance with all financial and operating covenants of the credit facility and the note indenture. As of March 31, 2026, the annual rate for borrowings outstanding under the credit facility was 5.1%. Our credit facility and our senior notes are described in Note 10. Debt to the Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. As of March 31, 2026, $25 million of our debt associated with the credit facility term loan was classified as current. Share Repurchases Our Articles of Organization authorize us to issue up to 500 million shares of our common stock. Our Board of Directors has authorized us to repurchase up to $2 billion of our common stock in the period October 1, 2024 through September 30, 2026, and $2 billion of our common stock in the period October 1, 2026 through September 30, 2028. All shares of our common stock repurchased are automatically restored to the status of authorized and unissued. In Q2'26, we entered into an ASR to repurchase $375 million of our outstanding common stock as described in Note 4. Earnings per Share (EPS) and Common Stock . Final settlement of the ASR is expected to occur in Q3'26. 28 Table of Contents     Future Expectations We believe that existing cash and cash equivalents, together with cash inflows from operations and amounts available under the credit facility, will be sufficient to meet our working capital and capital expenditure requirements through at least the next twelve months and to meet our known long-term capital requirements. Our expected uses and sources of cash could change, our cash position could be reduced, and we could incur additional debt obligations if we retire other debt, engage in strategic transactions, or repurchase shares, any of which could be commenced, suspended, or completed at any time. Any such repurchases or retirement of debt will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved in any debt retirement or issuance, share repurchases, or strategic transactions may be material. Operating and Non-GAAP Financial Measures Operating Measure ARR ARR (Annual Run Rate) represents the annualized value of our portfolio of active subscription software, SaaS, hosting, and support contracts as of the end of the reporting period. We calculate ARR as follows: • We consider a contract to be active when the product or service contractual term commences (the “start date”) until the right to use the product or service ends (the “expiration date”). Even if the contract with the customer is executed before the start date, the contract will not count toward ARR until the customer right to receive the benefit of the products or services has commenced. • For contracts that include annual values that change over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include any future committed increases in the contract value as of the date of the ARR calculation. • As ARR includes only contracts that are active at the end of the reporting period, ARR does not reflect assumptions or estimates regarding future contract renewals or non-renewals. • Active contracts are annualized by dividing the total active contract value by the contract duration in days (expiration date minus start date), then multiplying that by 365 days (or 366 days for leap years). We believe ARR is a valuable operating measure to assess the health of a subscription business because it is aligned with the amount that we invoice the customer on an annual basis. We generally invoice customers annually for the current year of the contract. A customer with a one-year contract will typically be invoiced for the total value of the contract at the beginning of the contractual term, while a customer with a multi-year contract will be invoiced for each annual period at the beginning of each year of the contract. ARR increases by the annualized value of active contracts that commence in a reporting period and decreases by the annualized value of contracts that expire in the reporting period. 29 Table of Contents     As ARR is not annualized recurring revenue, it is not calculated based on recognized or unearned revenue and is not affected by variability in the timing of revenue under ASC 606, particularly for on-premises license subscriptions where a substantial portion of the total value of the contract is recognized as revenue at a point in time upon the later of when the software is made available, or the subscription term commences. ARR should be viewed independently of recognized and unearned revenue and is not intended to be combined with, or to replace, either of those items. Investors should consider our ARR operating measure only in conjunction with our GAAP financial results. Non-GAAP Financial Measures Our non-GAAP financial measures and the reasons we use them and exclude the items identified below are described in Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended September 30, 2025. The non-GAAP financial measures presented in the discussion of our results of operations and the respective most directly comparable GAAP measures are: • non-GAAP gross margin—GAAP gross margin • non-GAAP operating income—GAAP operating income • non-GAAP operating margin—GAAP operating margin • non-GAAP net income—GAAP net income • non-GAAP diluted earnings per share—GAAP diluted earnings per share • free cash flow—cash flow from operations The non-GAAP financial measures other than free cash flow exclude, as applicable: stock-based compensation expense; amortization of acquired intangible assets; acquisition and transaction-related charges included in General and administrative expenses; Impairment and other charges (credits), net; non-operating charges (credits), net; and income tax adjustments as defined in our Annual Report on Form 10-K for the fiscal year ended September 30, 2025 and as reflected in the reconciliation tables. The items excluded from the non-GAAP financial measures often have a material impact on our financial results, certain of those items are recurring, and other items often recur. Accordingly, the non-GAAP financial measures included in this Quarterly Report on Form 10-Q should be considered in addition to, and not as a substitute for or superior to, the comparable measures prepared in accordance with GAAP. The following tables reconcile each of these non-GAAP financial measures to its most closely comparable GAAP measure on our financial statements. 30 Table of Contents     (in millions, except per share amounts)   Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   GAAP gross margin   $ 660.7     $ 530.1     $ 1,228.8     $ 983.4   Stock-based compensation     7.1       5.5       13.1       11.4   Amortization of acquired intangible assets included in cost of revenue     7.8       8.1       15.7       16.4   Non-GAAP gross margin   $ 675.6     $ 543.7     $ 1,257.6     $ 1,011.3   GAAP operating income   $ 295.8     $ 223.5     $ 516.9     $ 339.0   Stock-based compensation     68.6       51.5       126.5       107.4   Amortization of acquired intangible assets     19.8       19.5       39.8       39.3   Acquisition and transaction-related charges     26.5       0.6       37.1       0.8   Impairment and other charges, net     —       4.2       —       4.2   Non-GAAP operating income   $ 410.7     $ 299.3     $ 720.3     $ 490.6   GAAP net income   $ 590.7     $ 162.6     $ 757.2     $ 244.9   Stock-based compensation     68.6       51.5       126.5       107.4   Amortization of acquired intangible assets     19.8       19.5       39.8       39.3   Acquisition and transaction-related charges     26.5       0.6       37.1       0.8   Impairment and other charges, net     —       4.2       —       4.2   Non-operating credits, net (1)     (464.6 )     —       (463.9 )     —   Income tax adjustments (2)     78.4       (21.7 )     53.3       (46.4 ) Non-GAAP net income   $ 319.3     $ 216.8     $ 550.0     $ 350.1   GAAP diluted earnings per share   $ 4.98     $ 1.35     $ 6.35     $ 2.02   Stock-based compensation     0.58       0.43       1.06       0.89   Amortization of acquired intangible assets     0.17       0.16       0.33       0.32   Acquisition and transaction-related charges     0.22       0.01       0.31       0.01   Impairment and other charges, net     —       0.03       —       0.03   Non-operating credits, net (1)     (3.92 )     —       (3.89 )     —   Income tax adjustments (2)     0.66       (0.18 )     0.45       (0.38 ) Non-GAAP diluted earnings per share   $ 2.69     $ 1.79     $ 4.61     $ 2.89                           Cash provided by operating activities   $ 320.9     $ 281.3     $ 590.7     $ 519.7   Capital expenditures     (2.7 )     (2.8 )     (5.0 )     (5.6 ) Free cash flow   $ 318.2     $ 278.5     $ 585.7     $ 514.2     (1) In Q2'26, we recognized gains of $462.6 million on the sale of the Kepware and ThingWorx businesses and $2.0 million related to the finalization of contingent consideration associated with the FY'22 sale of a portion of our PLM services business. In Q1'26, we recognized a $0.8 million financing charge related to a debt commitment agreement associated with our anticipated divestiture of the Kepware and ThingWorx businesses. (2) Income tax adjustments reflect the tax effects of non-GAAP adjustments which are calculated by applying the applicable tax rate by jurisdiction to the non-GAAP adjustments listed above. Additionally, in Q2'25, adjustments exclude a $4.9 million benefit related to the tax impact of tax reserves related to prior years in foreign jurisdictions, of which $4.2 million was a non-cash benefit. In the first six months of FY'25, adjustments exclude a $10.4 million benefit related to the tax impact of tax reserves related to prior years in a foreign jurisdiction. Operating margin impact of non-GAAP adjustments:     Three months ended     Six months ended       March 31, 2026     March 31, 2025     March 31, 2026     March 31, 2025   GAAP operating margin     38.2 %     35.1 %     35.4 %     28.2 % Stock-based compensation     8.9 %     8.1 %     8.7 %     8.9 % Amortization of acquired intangible assets     2.6 %     3.1 %     2.7 %     3.3 % Acquisition and transaction-related charges     3.4 %     0.1 %     2.5 %     0.1 % Impairment and other charges, net     0.0 %     0.7 %     0.0 %     0.4 % Non-GAAP operating margin     53.0 %     47.0 %     49.3 %     40.8 %   31 Table of Contents     ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There have been no significant changes in our market risk exposure as described in Item 7A. Quantitative and Qualitative Disclosures about Market Risk of our 2025 Annual Report on Form 10-K. ITEM 4. CONTROLS AN D PROCEDURES Evaluation of Effectiveness of Disclosure Controls and Procedures Our management maintains disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to provide reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange Act is processed, recorded, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer (our principal executive officer and principal financial officer, respectively), as appropriate, to allow for timely decisions regarding required disclosure. We evaluated, under the supervision and with the participation of management, including our principal executive and principal financial officers, the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this quarterly report. Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of March 31, 2026. Changes in Internal Control over Financial Reporting There was no change in our internal control over financial reporting identified in management’s evaluation pursuant to Rules 13a-15(d) or 15d-15(d) of the Exchange Act that occurred during the period ended March 31, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 32 Table of Contents     PART II—OTHE R INFORMATION ITEM 1A. RI SK FACTORS In addition to other information set forth in this report, you should carefully consider the risk factors described in Part I. Item 1A. Risk Factors in our 2025 Annual Report on Form 10-K, which could materially affect our business, financial condition or future results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results.   ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS The table below shows the shares of our common stock we repurchased in Q2'26. Period Total Number of Shares (or Units) Purchased   Average Price Paid per Share (or Unit)   Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs   Approximate Dollar Value of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs  (1)    January 1, 2026 - January 31, 2026   —   $ —     —   $ 1,500,012,797    February 1, 2026 - February 28, 2026   674,704   $ 154.83     674,704   $ 1,395,549,001    March 1, 2026 - March 31, 2026   2,865,427   $ 155.49     2,865,427   $ 950,012,977   Total   3,540,131   $ 155.36     3,540,131   $ 950,012,977   (1) As announced on November 6, 2024, our Board of Directors authorized us to repurchase up to $2 billion of our common stock in the period October 1, 2024 through September 30, 2027. In Q3’26, in connection with authorizing the repurchase of $2 billion of our common stock for the period October 1, 2026 through September 30, 2028, the Board of Directors amended the current authorization to end on September 30, 2026. ITEM 5. OTHER INFORMATION Director and Executive Officer Adoption , Modification or Termination of 10b5-1 Plans in Q2'26 None. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On May 5, 2026, Jennifer DiRico, Executive Vice President, Chief Financial Officer of the Company entered into an Executive Agreement with PTC Inc. (the “Company”). The Executive Agreement provides certain compensation and employment protections to the executive. The Executive Agreement provides that, upon a change in control of the Company, (i) all performance measures under any outstanding equity award held by the executive will be deemed to have been met at the target level, and (ii) the executive will receive a payment in an amount equal to the pro-rata portion of the executive’s target incentive bonus for the current year. Upon any termination of the executive’s employment after a change in control of the Company, (i) all equity awards held by the executive will accelerate and vest in full, (ii) the executive will receive a payment in an amount equal to: (a) 100% of the executive’s highest base salary in the six months preceding the termination date, plus (b) 100% of the executive’s highest applicable target bonus, and (iii) the executive will be entitled to continued participation in the Company’s medical, dental and vision benefit plans (the “Benefit Plans”) for one year, or payment of an amount sufficient to purchase substantially equivalent benefits if continued participation is not permitted under the applicable Benefit Plan or if the Benefit Plan is terminated. The Executive Agreement also provides that, upon termination of the executive’s employment by the Company without cause (i) the executive will receive a payment in an amount equal to 100% of the executive’s highest base salary in the six months preceding the termination date plus 100% 33 Table of Contents     of the executive’s target bonus for the year in which the termination occurs, (ii) all equity awards held by the executive that would have vested in the twelve months following the termination date will vest, and (iii) the executive will be entitled to continued participation in the Benefit Plans or payment in lieu thereof as described above. The Executive Agreement also provides that upon termination of the executive’s employment by the Company due to the executive’s death or disability, all equity held by the executive will vest in full. To receive the payments and benefits under the Executive Agreement, the executive must execute a release of claims in favor of the Company and continue to comply with the terms of the executive’s Restrictive Covenant Agreement with the Company. The preceding description of the Executive Agreement is qualified by reference to the full text of such agreement, a copy of which is filed as Exhibit 10.1 to this Form 10-Q.   34 Table of Contents     ITEM 6. EXH IBITS             Incorporated by Reference Exhibit Number     Description   Filed Herewith     Form     Filling Date     Exhibit     SEC File No.                           3.1   Restated Articles of Organization of PTC Inc.       10-K   November 23, 2015   3.1   0-18059                           3.2   Amended and Restated By-Laws of PTC Inc.       10-K   November 14, 2024   3.2   0-18059                           4.1   Indenture dated as of February 13, 2020, between PTC Inc. and Wells Fargo Bank, National Association, as trustee       8-K   February 13, 2020   4.1   0-18059                           4.2   Form of 4.000% senior unsecured notes due 2028       8-K   February 13, 2020   4.3   0-18059                           10.1*   Executive Agreement dated May 5, 2026 by and between Jennifer DiRico and PTC Inc.   X                                           31.1   Certification of the Chief Executive Officer Pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a)   X                                           31.2   Certification of the Chief Financial Officer Pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a)   X                                         32**   Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350   X                                         101.INS   Inline XBRL Instance Document – the instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document                                               101.SCH   Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents                                               104   The cover page of the Q2 Form 10-Q formatted in Inline XBRL (included in Exhibit 101)                       * Identifies a management contract or compensatory plan or arrangement in which an executive officer or director of PTC participates. ** Indicates that the exhibit is being furnished, not filed, with this report.   35 Table of Contents     SIGNA TURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.     PTC Inc.             By:   /S/ JENNIFER DIRICO       Jennifer DiRico Executive Vice President and Chief Financial Officer (Principal Financial Officer) Date: May 6, 2026 36