Teradyne, Inc. (NASDAQ:TER):

Revenue at the high-end and earnings above Q3 guidance
Revenue of $737 million in Q3'24, up 5% from Q3'23
Year-over-year growth driven by strong AI-related demand

Q3'24

Q3'23

Q2'24

Revenue (mil)

737

704

730

GAAP EPS

0.89

0.78

1.14

Non-GAAP EPS

0.90

0.80

0.86

Teradyne, Inc. (NASDAQ:TER) reported revenue of $737 million for the third quarter of 2024 of which $543 million was in Semiconductor Test, $73 million in System Test, $33 million in Wireless Test and $89 million in Robotics. GAAP net income for the third quarter of 2024 was $145.6 million or $0.89 per diluted share. On a non-GAAP basis, Teradyne's net income in the third quarter of 2024 was $147.6 million, or $0.90 per diluted share, which excluded acquired intangible asset amortization, restructuring and other charges, amortization on our investment in Technoprobe, legal settlement, pension mark-to-market, and included the related tax impact on non-GAAP adjustments.

"Semiconductor Test continues to perform better than planned on record Memory revenue driven by High Bandwidth Memory (HBM) and compute demand for AI applications," said Teradyne CEO, Greg Smith. "Robotics continues to execute to its longer-term growth strategy with improving traction in recurring software and services revenue and progress in the UR OEM channel. As we finish 2024 and look forward to 2025, we are excited about building on this progress."

Guidance for the fourth quarter of 2024 is revenue of $710 million to $760 million, with GAAP net income of $0.73 to $0.91 per diluted share and non-GAAP net income of $0.80 to $0.97 per diluted share. Non-GAAP guidance excludes acquired intangible asset amortization and amortization on our investment in Technoprobe, as well as the related tax impact on non-GAAP adjustments.

Webcast

A conference call to discuss the third quarter results, along with management's business outlook, will follow at 8:30 a.m. ET, Thursday, October 24, 2024. Interested investors should access the webcast at www.teradyne.com and click on "Investors" at least five minutes before the call begins. Presentation materials will be available starting at 8:30 a.m. ET. A replay will be available on the Teradyne website at www.teradyne.com/investors.

Non-GAAP Results

In addition to disclosing results that are determined in accordance with GAAP, Teradyne also discloses non-GAAP results of operations that exclude certain income items and charges. These results are provided as a complement to results provided in accordance with GAAP. Non-GAAP income from operations and non-GAAP net income exclude acquired intangible assets amortization, restructuring and other, pension actuarial gains and losses, stock compensation modification expense, gains and losses on foreign exchange options in connection with acquisitions and divestitures, gain on sale of business, legal settlement, discrete income tax adjustments, and includes the related tax impact on non-GAAP adjustments. GAAP requires that these items be included in determining income from operations and net income. Non-GAAP income from operations, non-GAAP net income, non-GAAP income from operations as a percentage of revenue, non-GAAP net income as a percentage of revenue, and non-GAAP net income per share are non-GAAP performance measures presented to provide meaningful supplemental information regarding Teradyne's baseline performance before gains, losses or other charges that may not be indicative of Teradyne's current core business or future outlook. These non-GAAP performance measures are used to make operational decisions, to determine employee compensation, to forecast future operational results, and for comparison with Teradyne's business plan, historical operating results and the operating results of Teradyne's competitors. Non-GAAP diluted shares include the impact of Teradyne's call option on its shares. Management believes each of these non-GAAP performance measures provides useful supplemental information for investors, allowing greater transparency to the information used by management in its operational decision making and in the review of Teradyne's financial and operational performance, as well as facilitating meaningful comparisons of Teradyne's results in the current period compared with those in prior and future periods. A reconciliation of each available GAAP to non-GAAP financial measure discussed in this press release is contained in the attached exhibits and on the Teradyne website at www.teradyne.com by clicking on "Investor Relations" and then selecting "Financials" and the "GAAP to Non-GAAP Reconciliation" link. The non-GAAP performance measures discussed in this press release may not be comparable to similarly titled measures used by other companies. The presentation of non-GAAP measures is not meant to be considered in isolation, as a substitute for, or superior to, financial measures or information provided in accordance with GAAP.

About Teradyne

Teradyne (NASDAQ:TER) test technology helps bring high-quality innovations such as smart devices, life-saving medical equipment and data storage systems to market, faster. Its advanced test solutions for semiconductors, electronic systems, wireless devices and more ensure that products perform as they were designed. Its robotics offerings include collaborative and mobile robots that help manufacturers of all sizes increase productivity, improve safety, and lower costs. In 2023, Teradyne had revenue of $2.7 billion and today employs over 6,400 people worldwide. For more information, visit teradyne.com. Teradyne^®is a registered trademark of Teradyne, Inc., in the U.S. and other countries.

Safe Harbor Statement

This release contains forward-looking statements including statements regarding Teradyne's future business prospects, financial performance or position and results of operations. You can identify forward-looking statements by their use of forward-looking words such as "anticipate," "expect," "plan," "could," "may," "will," "believe," "estimate," "goal" or other comparable terms. Forward-looking statements in this press release address various matters, including statements regarding Teradyne's financial guidance. Investors are cautioned that such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements due to known and unknown risks, uncertainties, assumptions, and other factors. Such factors include, but are not limited to, macroeconomic factors and slowdowns or downturns in economic conditions generally and in the markets in which Teradyne operates; decreased or delayed product demand from one or more significant customers; a slowdown or inability in the development, delivery and acceptance of new products; the ability to grow the Robotics business; the impact of increased research and development spending; the impact of epidemics or pandemics such as COVID-19; the impact of a supply shortage on our supply chain and contract manufacturers; the consummation and success of any mergers or acquisitions; unexpected cash needs; the business judgment of the board of directors that a declaration of a dividend or the repurchase of common stock is not in Teradyne's best interests; changes to U.S. or global tax regulations or guidance; the impact of any tariffs or export controls imposed by the U.S. or China; the impact of U.S. Department of Commerce or other government agency regulations relating to Huawei, HiSilicon and other customers or potential customers; the impact of U.S. Department Commerce export control regulations for certain U.S. products and technology sold to military end users or for military end-use in China; the impact of the current conflicts in Israel; the impact of regulations published by the U.S. Department of Commerce relating to semiconductors and semiconductor manufacturing equipment destined for certain end uses in China.

The risks included above are not exhaustive. For a more detailed description of the risk factors associated with Teradyne, please refer to Teradyne's Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Many of these factors are macroeconomic in nature and are, therefore, beyond Teradyne's control. We caution readers not to place undue reliance on any forward-looking statements included in this press release which speak only as to the date of this press release. Teradyne specifically disclaims any obligation to update any forward-looking information contained in this press release or with respect to the announcements described herein.

TERADYNE, INC. REPORT FOR THIRD FISCAL QUARTER OF 2024

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	Quarter Ended									Nine Months Ended
	September 29, 2024			June 30, 2024			October 1, 2023			September 29, 2024			October 1, 2023
Net revenues	$	737,298		$	729,879		$	703,732		$	2,066,996		$	2,005,699
Cost of revenues (exclusive of acquired intangible assets amortization shown separately below) (1)		300,784			304,035			305,441			865,357			848,495
Gross profit		436,514			425,844			398,291			1,201,639			1,157,204
Operating expenses:
Selling and administrative (2)		157,649			154,470			138,330			461,307			434,979
Engineering and development		117,474			111,816			104,413			332,489			315,881
Acquired intangible assets amortization		4,748			4,664			4,720			14,108			14,348
Restructuring and other (3)		4,578			2,012			6,856			11,018			15,251
Gain on sale of business (4)		—			(57,486	)		—			(57,486	)		—
Operating expenses		284,449			215,476			254,319			761,436			780,459
Income from operations		152,065			210,368			143,972			440,203			376,745
Interest and other (income) expense (5)		(6,919	)		(9,035	)		(308	)		(11,086	)		(9,022	)
Income before income taxes and equity in net earnings of affiliate		158,984			219,403			144,280			451,289			385,767
Income tax provision		12,260			33,130			16,164			54,095			54,069
Income before equity in net earnings of affiliate		146,724			186,273			128,116			397,194			331,698
Equity in net earnings of affiliate		(1,075	)		—			—			(1,075	)		—
Net income	$	145,649		$	186,273		$	128,116		$	396,119		$	331,698

Net income per common share:
Basic	$	0.89		$	1.18		$	0.83		$	2.51		$	2.14
Diluted	$	0.89		$	1.14		$	0.78		$	2.42		$	2.01
Weighted average common shares - basic		163,002			157,804			153,762			157,951			154,809
Weighted average common shares - diluted (6)		164,253			163,470			164,050			163,357			165,037

Cash dividend declared per common share	$	0.12		$	0.12		$	0.11		$	0.36		$	0.33

(1)

Cost of revenues includes:

	Quarter Ended									Nine Months Ended
	September 29, 2024			June 30, 2024			October 1, 2023			September 29, 2024			October 1, 2023
Provision for excess and obsolete inventory	$	6,078		$	3,261		$	11,728		$	15,515		$	23,069
Legal settlement		3,600			—			—			3,600			—
Sale of previously written down inventory		(472	)		(592	)		(1,198	)		(1,787	)		(4,046	)
	$	9,206		$	2,669		$	10,530		$	17,328		$	19,023

(2)		For the nine months ended September 29, 2024, selling and administrative expenses included an equity charge of $1.7 million for the modification of Teradyne executives' retirement agreements. For the nine months ended October 1, 2023, selling and administrative expenses included an equity charge of $5.9 million for the modification of Teradyne's retired CEO's outstanding equity awards in connection with his February 1, 2023, retirement.
(3)		Restructuring and other consists of:

	Quarter Ended						Nine Months Ended
	September 29, 2024		June 30, 2024		October 1, 2023		September 29, 2024		October 1, 2023
Employee severance	$	1,280	$	2,012	$	4,658	$	5,319	$	11,835
Acquisition and divestiture related expenses		—		—		—		2,214		—
Contract termination		—		—		1,511		—		1,511
Other		3,298		—		687		3,485		1,905
	$	4,578	$	2,012	$	6,856	$	11,018	$	15,251

(4)		On May 27, 2024, Teradyne sold Teradyne's Device Interface Solution ("DIS") business, a component of the Semiconductor Test segment, to Technoprobe S.p.A. ("Technoprobe"), for $85.0 million, net of cash and cash equivalents sold and a working capital adjustment.
(5)		Interest and other includes:

	Quarter Ended								Nine Months Ended
	September 29, 2024			June 30, 2024			October 1, 2023		September 29, 2024			October 1, 2023
Pension actuarial losses (gains)	$	(2,262	)	$	(250	)	$	72	$	(2,513	)	$	125
Loss (gain) on foreign exchange option		—			(4,154	)		—		9,765			—

(6)

Under GAAP, when calculating diluted earnings per share, convertible debt must be assumed to have converted if the effect on EPS would be dilutive. Diluted shares assume the conversion of the convertible debt as the effect would be dilutive. Accordingly, for the quarter ended October 1, 2023, 0.6 million shares have been included in diluted shares. For the nine months ended October 1, 2023, 0.8 million shares have been included in diluted shares. For the quarters ended September 29, 2024, June 30, 2024, and October 1, 2023, diluted shares included 0.5 million, 4.9 million, and 9.2 million shares, respectively, from the convertible note hedge transaction. For the nine months ended September 29, 2024, and October 1, 2023, diluted shares included 4.8 million and 9.0 million shares, respectively, from the convertible note hedge transaction.

CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)

	September 29, 2024		December 31, 2023
Assets
Cash and cash equivalents	$	510,036	$	757,571
Marketable securities		41,631		62,154
Accounts receivable, net		484,376		422,124
Inventories, net		297,340		309,974
Prepayments		489,548		548,970
Other current assets		15,935		37,992
Current assets held for sale		—		23,250
Total current assets		1,838,866		2,162,035
Property, plant and equipment, net		491,704		445,492
Operating lease right-of-use assets, net		70,784		73,417
Marketable securities		125,944		117,434
Deferred tax assets		201,881		175,775
Retirement plans assets		13,114		11,504
Equity method investment		538,351		—
Other assets		48,384		38,580
Acquired intangible assets, net		21,288		35,404
Goodwill		419,412		415,652
Assets held for sale		—		11,531
Total assets	$	3,769,728	$	3,486,824
Liabilities
Accounts payable	$	158,459	$	180,131
Accrued employees' compensation and withholdings		159,794		191,750
Deferred revenue and customer advances		99,776		99,804
Other accrued liabilities		105,150		114,712
Operating lease liabilities		19,175		17,522
Income taxes payable		52,542		48,653
Current liabilities held for sale		—		7,379
Total current liabilities		594,896		659,951
Retirement plans liabilities		137,735		132,090
Long-term deferred revenue and customer advances		41,135		37,282
Long-term other accrued liabilities		8,373		19,998
Deferred tax liabilities		164		183
Long-term operating lease liabilities		60,287		65,092
Long-term income taxes payable		24,596		44,331
Liabilities held for sale		—		2,000
Total liabilities		867,186		960,927
Shareholders' equity		2,902,542		2,525,897
Total liabilities and shareholders' equity	$	3,769,728	$	3,486,824


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)

	Quarter Ended						Nine Months Ended
	September 29, 2024			October 1, 2023			September 29, 2024			October 1, 2023
Cash flows from operating activities:
Net income	$	145,649		$	128,116		$	396,119		$	331,698
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		25,553			23,627			74,480			68,858
Stock-based compensation		14,574			12,787			45,267			45,236
Provision for excess and obsolete inventory		6,078			11,728			15,516			23,069
Amortization		4,736			4,503			14,133			14,083
Equity in net earnings of affiliate		1,075			—			1,075			—
Gain on sale of business		—			—			(57,486	)		—
Deferred taxes		(9,431	)		(10,455	)		(26,261	)		(24,026	)
Losses (gains) on investments		(2,951	)		1,586			10,139			(3,159	)
Retirement plan actuarial losses (gains)		(2,262	)		—			(2,512	)		—
Other		(6,282	)		80			(5,041	)		(13	)
Changes in operating assets and liabilities
Accounts receivable		(11,055	)		32,884			(65,266	)		30,191
Inventories		(5,974	)		20,240			11,127			6,395
Prepayments and other assets		39,248			(34,398	)		61,438			(63,982	)
Accounts payable and other liabilities		(10,657	)		28,513			(63,666	)		3,999
Deferred revenue and customer advances		885			(14,579	)		3,624			(49,517	)
Retirement plans contributions		(1,395	)		(1,216	)		(4,169	)		(3,698	)
Income taxes		(21,520	)		(29,069	)		(18,898	)		(42,683	)
Net cash provided by operating activities		166,271			174,347			389,619			336,451
Cash flows from investing activities:
Purchases of property, plant and equipment		(51,841	)		(34,604	)		(140,710	)		(115,306	)
Purchases of marketable securities		(7,340	)		(38,768	)		(35,097	)		(137,786	)
Purchases of investment in a business		(2,407	)		—			(527,060	)		—
Issuance of convertible loan		—			(5,000	)		—			(5,000	)
Proceeds from maturities of marketable securities		6,305			49,450			33,163			71,447
Proceeds from the sale of a business, net of cash and cash equivalents sold		3,176			—			90,348			—
Proceeds from sales of marketable securities		2,311			1,386			23,600			36,963
Proceeds from life insurance		—			—			873			460
Net cash used for investing activities		(49,796	)		(27,536	)		(554,883	)		(149,222	)
Cash flows from financing activities:
Repurchase of common stock		(24,747	)		(118,647	)		(55,053	)		(346,492	)
Dividend payments		(19,566	)		(16,897	)		(56,936	)		(51,081	)
Payments related to net settlement of employee stock compensation awards		(399	)		(278	)		(13,833	)		(20,586	)
Payments of borrowings on revolving credit facility		—			—			(185,000	)		—
Payments of convertible debt principal		—			(9,277	)		—			(26,735	)
Proceeds from borrowings on revolving credit facility		—			—			185,000			—
Issuance of common stock under stock purchase and stock option plans		15,429			17,485			37,265			34,084
Net cash used for financing activities		(29,283	)		(127,614	)		(88,557	)		(410,810	)
Effects of exchange rate changes on cash and cash equivalents		940			4,556			6,286			5,769
Increase (decrease) in cash and cash equivalents		88,132			23,753			(247,535	)		(217,812	)
Cash and cash equivalents at beginning of period		421,904			613,208			757,571			854,773
Cash and cash equivalents at end of period	$	510,036		$	636,961		$	510,036		$	636,961

GAAP to Non-GAAP Earnings Reconciliation (In millions, except per share amounts)

	Quarter Ended
	September 29, 2024		% of Net Revenues			June 30, 2024			% of Net Revenues			October 1, 2023		% of Net Revenues
Net revenues	$	737.3				$	729.9					$	703.7
Gross profit - GAAP		436.5		59.2	%		425.8			58.3	%		398.3		56.6	%
Legal settlement (1)		3.6		0.5	%		—			—			—		—
Gross profit - non-GAAP		440.1		59.7	%		425.8			58.3	%		398.3		56.6	%
Income from operations - GAAP		152.1		20.6	%		210.4			28.8	%		144.0		20.5	%
Acquired intangible assets amortization		4.7		0.6	%		4.7			0.6	%		4.7		0.7	%
Restructuring and other (2)		4.6		0.6	%		2.0			0.3	%		6.9		1.0	%
Legal settlement (1)		3.6		0.5	%		—			—			—		—
Gain on sale of business (3)		—		—			(57.5	)		-7.9	%		—		—
Income from operations - non-GAAP	$	165.0		22.4	%	$	159.6			21.9	%	$	155.6		22.1	%

							Net Income per Common Share												Net Income per Common Share												Net Income per Common Share
	September 29, 2024			% of Net Revenues			Basic			Diluted			June 30, 2024			% of Net Revenues			Basic			Diluted			October 1, 2023			% of Net Revenues			Basic			Diluted
Net income - GAAP	$	145.6			19.7	%	$	0.89		$	0.89		$	186.3			25.5	%	$	1.18		$	1.14		$	128.1			18.2	%	$	0.83		$	0.78
Acquired intangible assets amortization		4.7			0.6	%		0.03			0.03			4.7			0.6	%		0.03			0.03			4.7			0.7	%		0.03			0.03
Restructuring and other (2)		4.6			0.6	%		0.03			0.03			2.0			0.3	%		0.01			0.01			6.9			1.0	%		0.04			0.04
Legal settlement (1)		3.6			0.5	%		0.02			0.02			—			—			—			—			—			—			—			—
Amortization of equity method investment		2.4			0.3	%		0.01			0.01			—			—			—			—			—			—			—			—
Loss (gain) on foreign exchange option		—			—			—			—			(4.2	)		-0.6	%		(0.03	)		(0.03	)		—			—			—			—
Gain on sale of business (3)		—			—			—			—			(57.5	)		-7.9	%		(0.36	)		(0.35	)		—			—			—			—
Pension mark-to-market adjustment (4)		(2.3	)		-0.3	%		(0.01	)		(0.01	)		(0.3	)		0.0	%		(0.00	)		(0.00	)		0.1			0.0	%		0.00			0.00
Exclude discrete tax adjustments		(8.9	)		-1.2	%		(0.05	)		(0.05	)		10.5			1.4	%		0.07			0.06			(4.8	)		-0.7	%		(0.03	)		(0.03	)
Non-GAAP tax adjustments		(2.1	)		-0.3	%		(0.01	)		(0.01	)		(1.5	)		-0.2	%		(0.01	)		(0.01	)		(3.5	)		-0.5	%		(0.02	)		(0.02	)
Net income - non-GAAP	$	147.6			20.0	%	$	0.91		$	0.90		$	140.0			19.2	%	$	0.89		$	0.86		$	131.5			18.7	%	$	0.86		$	0.80

GAAP and non-GAAP weighted average common shares - basic		163.0												157.8												153.8
GAAP weighted average common shares - diluted (6)		164.3												163.5												164.1
Exclude dilutive shares related to convertible note transaction		—												—												(0.6	)
Non-GAAP weighted average common shares - diluted		164.3												163.5												163.4

(1)		For the three months ended September 29, 2024, legal settlement includes charges for a settlement following a judgment against the Company for infringement of expired patents.
(2)		Restructuring and other consists of:

	Quarter Ended
	September 29, 2024		June 30, 2024		October 1, 2023
Employee severance	$	1.3	$	2.0	$	4.7
Contract termination		—		—		1.5
Other		3.3		—		0.6
	$	4.6	$	2.0	$	6.9

(3)		On May 27, 2024, Teradyne sold DIS, a component of the Semiconductor Test segment, to Technoprobe, for $85.0 million, net of cash and cash equivalents sold and a working capital adjustment.
(4)		For the quarters ended September 29, 2024, June 30, 2024 and October 1, 2023, adjustments to exclude actuarial gains and losses, respectively, recognized under GAAP in accordance with Teradyne's mark-to-market pension accounting.
(5)		For the quarters ended September 29, 2024, June 30, 2024, and October 1, 2023, non-GAAP weighted average diluted common shares included 0.5 million, 4.9 million and 9.2 million shares, respectively, from the convertible note hedge transaction.

	Nine Months Ended
	September 29, 2024			% of Net Revenues			October 1, 2023		% of Net Revenues
Net Revenues	$	2,067.0					$	2,005.7
Gross profit - GAAP		1,201.6			58.1	%		1,157.2		57.7	%
Legal settlement (1)		3.6			0.2	%		—		—
Gross profit - non-GAAP		1,205.2			58.3	%		1,157.2		57.7	%
Income from operations - GAAP		440.2			21.3	%		376.7		18.8	%
Acquired intangible assets amortization		14.1			0.7	%		14.3		0.7	%
Restructuring and other (2)		11.0			0.5	%		15.3		0.8	%
Legal settlement (1)		3.6			0.2	%		—		—
Equity modification charge (3)		1.7			0.1	%		5.9		0.3	%
Loss (gain) on sale of business (4)		(57.5	)		-2.8	%		—		—
Income from operations - non-GAAP	$	413.1			20.0	%	$	412.2		20.6	%

							Net Income per Common Share												Net Income per Common Share
	September 29, 2024			% of Net Revenues			Basic			Diluted			October 1, 2023			% of Net Revenues			Basic			Diluted
Net income - GAAP	$	396.1			19.2	%	$	2.51		$	2.42		$	331.7			16.5	%	$	2.14		$	2.01
Acquired intangible assets amortization		14.1			0.7	%		0.09			0.09			14.3			0.7	%		0.09			0.09
Restructuring and other (2)		11.0			0.5	%		0.07			0.07			15.3			0.8	%		0.10			0.09
Loss (gain) on foreign exchange option		9.8			0.5	%		0.06			0.06			—			—			—			—
Legal settlement (1)		3.6			0.2	%		0.02			0.02			—			—			—			—
Amortization of equity method investment		2.4			0.1	%		0.02			0.01			—			—			—			—
Equity modification charge (3)		1.7			0.1	%		0.01			0.01			5.9			0.3	%		0.04			0.04
Pension mark-to-market adjustment (5)		(2.5	)		-0.1	%		(0.02	)		(0.02	)		0.1			0.0	%		0.00			0.00
Loss (gain) on sale of business (4)		(57.5	)		-2.8	%		(0.36	)		(0.35	)		—			—			—			—
Exclude discrete tax adjustments		(0.7	)		0.0	%		(0.00	)		(0.00	)		(6.7	)		-0.3	%		(0.04	)		(0.04	)
Non-GAAP tax adjustments		(7.9	)		-0.4	%		(0.05	)		(0.05	)		(8.8	)		-0.4	%		(0.06	)		(0.05	)
Convertible share adjustment (6)		—			—			—			—			—			—			—			0.01
Net income - non-GAAP	$	370.1			17.9	%	$	2.34		$	2.27		$	351.8			17.5	%	$	2.27		$	2.14

GAAP and non-GAAP weighted average common shares - basic		158.0												154.8
GAAP weighted average common shares - diluted (6)		163.4												165.0
Exclude dilutive shares from convertible note		—												(0.8	)
Non-GAAP weighted average common shares - diluted		163.4												164.2

(1)		For the nine months ended September 29, 2024, a legal settlement includes charges for a settlement following a judgment against the Company for infringement of expired patents.
(2)		Restructuring and other consists of:

	Nine Months Ended
	September 29, 2024		October 1, 2023
Employee severance	$	5.3	$	11.8
Acquisition and divestiture related expenses		2.2		—
Contract termination		—		1.5
Other		3.5		1.9
	$	11.0	$	15.3

(3)		For the nine months ended September 29, 2024, selling and administrative expenses included an equity charge of $1.7 million for the modification of Teradyne's executives' retirement agreements. For the nine months ended October 1, 2023, selling and administrative expenses included an equity charge of $5.9 million for the modification of Teradyne's retired CEO's outstanding equity awards in connection with his February 1, 2023, retirement.
(4)		On May 27, 2024, Teradyne sold DIS, a component of the Semiconductor Test segment, to Technoprobe, for $85.0 million, net of cash and cash equivalents sold and a working capital adjustment.
(5)		For the nine months ended September 29, 2024, and October 1, 2023, adjustments to exclude actuarial gains and losses, respectively, recognized under GAAP in accordance with Teradyne's mark-to-market pension accounting.
(6)		For the nine months ended September 29, 2024 and October 1, 2023, non-GAAP weighted average diluted common shares included 4.8 million and 9.0 million shares, respectively, from the convertible note hedge transaction.

GAAP to Non-GAAP Reconciliation of Fourth Quarter 2024 guidance:

GAAP and non-GAAP fourth quarter revenue guidance:	$710 million			to	$760 million
GAAP net income per diluted share	$	0.73			$	0.91
Exclude acquired intangible assets amortization		0.03				0.03
Exclude equity method investment amortization		0.05				0.05
Non-GAAP tax adjustments		(0.01	)			(0.01	)
Non-GAAP net income per diluted share	$	0.80			$	0.97

For press releases and other information of interest to investors, please visit Teradyne's homepage at http://www.teradyne.com.

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