Corning Inc 10-Q for FY2026 Q3
Corning Inc (GLW)
10-Q
2026-10-29
For: 2026-09-30
View Original
Added on
October 29, 2026
About this 10-Q
Corning Inc filed this 10-Q on October 29, 2026, covering the quarter ended September 30, 2026 (FY2026 Q3).
Corning reported nine-month core sales of $14.2 billion, up 18%, and core earnings per share of $2.40, up 33%. Its annualized core sales run rate reached $20.3 billion, exceeding the $20 billion end-of-2026 target one quarter early. AI summary
Headline figures
Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $4.86B
- up 18.4% from $4.1B a year earlier
- Net income
- $680M
- up 58.1% from net income of $430M a year earlier
- Diluted EPS
- $0.78
- up 56.0% from $0.50 a year earlier
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 September 30, 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: 1-3247
CORNING INCORPORATED
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||
(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 | ||||||||||||
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.
| ☒ | 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
| ☒ | 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.
| ☒ | 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 pursuant to Section 13(a) of the Exchange Act. ☐
If securities are registered pursuant to Section 12(b) of the Exchange Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| Yes | No | ☒ | ||||||||||||||||||
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| Class | Outstanding as of October 23, 2026 | |||||||||||||
Corning’s Common Stock, $0.50 par value per share | ||||||||||||||
1
INDEX
| Page | |||||
2
| Consolidated Statements of Income | Corning Incorporated and Subsidiary Companies | ||||
| (Unaudited; in millions, except per share amounts) | |||||
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net sales | $ | $ | $ | $ | |||||||||||||||||||
| Cost of sales | |||||||||||||||||||||||
| Gross margin | |||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Selling, general and administrative expenses | |||||||||||||||||||||||
| Research, development and engineering expenses | |||||||||||||||||||||||
| Amortization of purchased intangibles | |||||||||||||||||||||||
| Operating income | |||||||||||||||||||||||
| Interest income | |||||||||||||||||||||||
| Interest expense | ( | ( | ( | ( | |||||||||||||||||||
| Translated earnings contract gain, net (Note 9) | |||||||||||||||||||||||
| Other expense, net | ( | ( | ( | ( | |||||||||||||||||||
| Income before income taxes | |||||||||||||||||||||||
| Provision for income taxes (Note 11) | ( | ( | ( | ( | |||||||||||||||||||
| Net income | |||||||||||||||||||||||
| Net income attributable to non-controlling interest | ( | ( | ( | ( | |||||||||||||||||||
| Net income attributable to Corning Incorporated | $ | $ | $ | $ | |||||||||||||||||||
| Earnings per common share available to common shareholders: | |||||||||||||||||||||||
| Basic (Note 13) | $ | $ | $ | $ | |||||||||||||||||||
| Diluted (Note 13) | $ | $ | $ | $ | |||||||||||||||||||
The accompanying notes are an integral part of these consolidated financial statements.
3
| Consolidated Statements of Comprehensive Income | Corning Incorporated and Subsidiary Companies | ||||
| (Unaudited; in millions) | |||||
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net income | $ | $ | $ | $ | |||||||||||||||||||
| Foreign currency translation adjustments and other (Note 12) | ( | ||||||||||||||||||||||
| Unamortized losses and prior service costs for postretirement benefit plans | ( | ( | ( | ( | |||||||||||||||||||
| Realized and unrealized (losses) gains on derivatives | ( | ( | |||||||||||||||||||||
| Other comprehensive income (loss), net of tax | ( | ||||||||||||||||||||||
| Comprehensive income | |||||||||||||||||||||||
| Comprehensive income attributable to non-controlling interest | ( | ( | ( | ( | |||||||||||||||||||
| Comprehensive income attributable to Corning Incorporated | $ | $ | $ | $ | |||||||||||||||||||
The accompanying notes are an integral part of these consolidated financial statements.
4
| Consolidated Balance Sheets | Corning Incorporated and Subsidiary Companies | ||||
| (Unaudited; in millions, except share and per share amounts) | |||||
| September 30, 2026 | December 31, 2025 | ||||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
Trade accounts receivable, net of doubtful accounts - $ | |||||||||||
| Inventories (Note 3) | |||||||||||
| Other current assets (Note 5) | |||||||||||
| Total current assets | |||||||||||
Property, plant and equipment, net of accumulated depreciation - $ | |||||||||||
| Goodwill | |||||||||||
| Other intangible assets, net | |||||||||||
| Deferred income taxes (Note 11) | |||||||||||
| Other assets (Note 5) | |||||||||||
| Total Assets | $ | $ | |||||||||
| Liabilities and Equity | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt and short-term borrowings (Note 6) | $ | $ | |||||||||
| Accounts payable | |||||||||||
| Other accrued liabilities (Notes 5 and 8) | |||||||||||
| Total current liabilities | |||||||||||
| Long-term debt (Note 6) | |||||||||||
| Postretirement benefits other than pensions (Note 7) | |||||||||||
| Other liabilities (Notes 5 and 8) | |||||||||||
| Total liabilities | |||||||||||
| Commitments and contingencies (Note 8) | |||||||||||
| Shareholders’ equity: (Note 12) | |||||||||||
Common stock – Par value $ Shares issued: | |||||||||||
| Additional paid-in capital | |||||||||||
| Retained earnings | |||||||||||
Treasury stock, at cost; Shares held: | ( | ( | |||||||||
| Accumulated other comprehensive loss | ( | ( | |||||||||
| Total Corning Incorporated shareholders’ equity | |||||||||||
| Non-controlling interest | |||||||||||
| Total equity | |||||||||||
| Total Liabilities and Equity | $ | $ | |||||||||
The accompanying notes are an integral part of these consolidated financial statements.
5
| Consolidated Statements of Cash Flows | Corning Incorporated and Subsidiary Companies | ||||
| (Unaudited; in millions) | |||||
| Nine months ended September 30, | |||||||||||
| 2026 | 2025 | ||||||||||
| Cash Flows from Operating Activities: | |||||||||||
| Net income | $ | $ | |||||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||
| Depreciation | |||||||||||
| Amortization of purchased intangibles | |||||||||||
| Loss on disposal of assets, net | |||||||||||
| Share-based compensation expense | |||||||||||
| Translation (gain) loss on foreign denominated debt, net | ( | ||||||||||
| Deferred tax benefit | ( | ( | |||||||||
| Translated earnings contract gain, net | ( | ( | |||||||||
| Changes in assets and liabilities: | |||||||||||
| Trade accounts receivable | ( | ( | |||||||||
| Inventories | ( | ( | |||||||||
| Other current assets | ( | ( | |||||||||
| Accounts payable and other current liabilities | |||||||||||
| Customer deposits and government incentives | ( | ||||||||||
| Deferred income | ( | ( | |||||||||
| Other, net | |||||||||||
| Net cash provided by operating activities | |||||||||||
| Cash Flows from Investing Activities: | |||||||||||
| Capital expenditures | ( | ( | |||||||||
| Proceeds from government incentives | |||||||||||
| Realized gains on translated earnings contracts and other | |||||||||||
| Premiums paid on hedging contracts | ( | ( | |||||||||
| Other, net | ( | ||||||||||
| Net cash used in investing activities | ( | ( | |||||||||
| Cash Flows from Financing Activities: | |||||||||||
| Repayments of debt | ( | ( | |||||||||
| Proceeds from issuance of debt and short-term borrowings | |||||||||||
| Repayment of acquisition related debt | ( | ( | |||||||||
| Proceeds from cross currency swap | |||||||||||
| Proceeds from warrants | |||||||||||
| Principal payments on finance leases | ( | ( | |||||||||
| Payments of employee withholding tax on stock awards | ( | ( | |||||||||
| Proceeds from exercise of stock options | |||||||||||
| Purchases of common stock for treasury | ( | ||||||||||
| Dividends paid | ( | ( | |||||||||
| Other, net | ( | ( | |||||||||
| Net cash used in financing activities | ( | ( | |||||||||
| Effect of exchange rates on cash | |||||||||||
| Net increase (decrease) in cash and cash equivalents and restricted cash | ( | ||||||||||
| Cash and cash equivalents and restricted cash at beginning of period | |||||||||||
| Cash and cash equivalents and restricted cash at end of period | $ | $ | |||||||||
| Restricted cash included in other current assets | |||||||||||
| Cash and cash equivalents at end of period | $ | $ | |||||||||
The accompanying notes are an integral part of these consolidated financial statements.
6
| Consolidated Statements of Changes in Shareholders’ Equity | Corning Incorporated and Subsidiary Companies | ||||
| (Unaudited; in millions, except per share amounts) | |||||
| Common stock | Additional paid-in capital | Retained earnings | Treasury stock | Accumulated other comprehensive loss | Total Corning Incorporated shareholders’ equity | Non-controlling interest | Total | ||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net income | |||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Shares issued to benefit plans and for option exercises | |||||||||||||||||||||||||||||||||||||||||||||||
Common dividends ($ | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
Other, net (1) | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2026 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net income | |||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Shares issued to benefit plans and for option exercises | |||||||||||||||||||||||||||||||||||||||||||||||
Issuance of warrants (2) | |||||||||||||||||||||||||||||||||||||||||||||||
Common dividends ($ | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
Other, net (1) | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net income | |||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | |||||||||||||||||||||||||||||||||||||||||||||||
| Shares issued to benefit plans and for option exercises | |||||||||||||||||||||||||||||||||||||||||||||||
Other, net (1) | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Balance as of September 30, 2026 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Common stock | Additional paid-in capital | Retained earnings | Treasury stock | Accumulated other comprehensive loss | Total Corning Incorporated shareholders’ equity | Non-controlling interest | Total | ||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2024 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net income | |||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | |||||||||||||||||||||||||||||||||||||||||||||||
Purchase of common stock for treasury | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Shares issued to benefit plans and for option exercises | |||||||||||||||||||||||||||||||||||||||||||||||
Common dividends ($ | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
Other, net (1) | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net income | |||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | |||||||||||||||||||||||||||||||||||||||||||||||
| Purchase of common stock for treasury | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Shares issued to benefit plans and for option exercises | |||||||||||||||||||||||||||||||||||||||||||||||
Common dividends ($ | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
Other, net (1) | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| Net income | |||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Purchase of common stock for treasury | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Shares issued to benefit plans and for option exercises | |||||||||||||||||||||||||||||||||||||||||||||||
Other, net (1) | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of September 30, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
(1)Treasury stock includes the deemed surrender to the Company of common stock to satisfy employee tax withholding obligations.
(2)On May 6, 2026, the Company issued warrants exercisable for up to 18 million shares of common stock. Warrants were recorded within additional paid-in capital based on the grant-date fair value. Refer to Note 12 (Shareholders’ Equity) for additional information.
The accompanying notes are an integral part of these consolidated financial statements.
7
CORNING INCORPORATED AND SUBSIDIARY COMPANIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Summary of Significant Accounting Policies
Basis of Presentation and Principles of Consolidation
In these notes, the terms “Corning,” “Company,” “we,” “us,” or “our” mean Corning Incorporated and its subsidiary companies.
The consolidated financial statements include the accounts of Corning Incorporated and its consolidated subsidiaries (collectively, the “Company”), consisting of its wholly-owned subsidiaries, partially-owned subsidiaries in which the Company holds a controlling financial interest through ownership of a majority of the voting interests and those entities in which the Company has a variable interest and of which the Company is the primary beneficiary, and are consolidated in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, necessary to state fairly the financial position, results of operations and cash flows for the periods presented. All intercompany balances, transactions and profits have been eliminated. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). These consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. The results of operations for the interim periods are not necessarily indicative of results which may be expected for any other interim period or for the full year.
The non-controlling interest recorded on the consolidated financial statements represents amounts attributable to the minority shareholders of less-than-wholly-owned consolidated subsidiaries, including Hemlock Semiconductor Operations, a majority owned entity within our Solar segment, and US Conec, a variable interest entity within our Optical Communications segment, of which the Company is the primary beneficiary, and other subsidiaries.
Certain prior year amounts have been reclassified to conform to the current year presentation, including a recast of the Company’s segment-related disclosures to align with its new reportable segments as of the first quarter of fiscal year 2026. Refer to Note 14 (Reportable Segments) for additional information. These reclassifications had no impact on the results of operations, financial position or changes in shareholders’ equity.
8
2. Revenue
Disaggregated Revenue
The following table presents revenues by product category. The product category classifications have been updated and the comparative period has been recast due to changes in how the business is being managed as of the first quarter of fiscal year 2026 (in millions):
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Optical communications products | $ | $ | $ | $ | |||||||||||||||||||
| Electronics glass and advanced optics products | |||||||||||||||||||||||
| Automotive products | |||||||||||||||||||||||
| Polycrystalline silicon and solar products | |||||||||||||||||||||||
| Life Sciences products | |||||||||||||||||||||||
| All other products | |||||||||||||||||||||||
| Total revenue | $ | $ | $ | $ | |||||||||||||||||||
Contract Liabilities
As of September 30, 2026 and December 31, 2025, the Company had contract liabilities of $2.7 billion and $2.3 billion, respectively. Contract liabilities include customer deposits received prior to the satisfaction of performance obligations and deferred revenue related to non-refundable consideration received in advance of performance. Refer to Note 5 (Other Assets and Other Liabilities) for additional information.
Customer deposits allow customers to secure rights to products produced by Corning under long-term supply agreements, typically over periods of up to 10 years. As products are delivered, Corning recognizes revenue and reduces the related customer deposit liability by applying such amounts against customer receivables. During the second quarter of 2026, the Company recorded an approximate $0.7 billion net contract liability, consisting of a $1.0 billion customer deposit under a long-term supply agreement extending through December 31, 2029, partially offset by $267 million for the long-term portion of a warrant issued to the customer, accounted for as consideration payable to the customer and measured at its grant-date fair value. The fair value of the warrant will be recognized as a reduction of revenue as sales occur under the agreement. Refer to Note 12 (Shareholders’ Equity) for additional information.
During the three and nine months ended September 30, 2026, the Company applied $23 million and $237 million, respectively, of customer deposits included in the beginning-of-period contract liability balance to customer receivables. During the three and nine months ended September 30, 2025, the Company applied $13 million and $94 million, respectively, of customer deposits included in the beginning-of-period contract liability balance to customer receivables.
Deferred revenue is tracked on a per-customer, contract-unit basis. As customers take delivery of committed volumes under the contract terms, deferred revenue is recognized on a per-unit basis upon transfer of control of the promised goods, based on units delivered relative to total contractual units. During the three and nine months ended September 30, 2026, the Company recognized $51 million and $169 million, respectively, of revenue that was included in the beginning-of-period contract liability balance. During the three and nine months ended September 30, 2025, the Company recognized $42 million and $125 million, respectively, of revenue that was included in the beginning-of-period contract liability balance.
9
3. Inventories
Inventories consisted of the following (in millions):
| September 30, 2026 | December 31, 2025 | ||||||||||
| Finished goods | $ | $ | |||||||||
| Work in process | |||||||||||
| Raw materials and accessories | |||||||||||
| Supplies and packing materials | |||||||||||
| Inventories | $ | $ | |||||||||
4. Leases
Recently commenced leases
For the nine months ended September 30, 2026, the Company commenced and recognized $253 eight years . Related to these assets, the Company recognized $84 million in Advanced Manufacturing Investment Credits under Section 48D of the Internal Revenue Code, as amended under the One Big Beautiful Bill Act (“48D credits”), which reduced the carrying value of these right-of-use assets.
Leases not yet commenced
10
5. Other Assets and Other Liabilities
Other assets consisted of the following (in millions):
| September 30, 2026 | December 31, 2025 | ||||||||||
| Current assets: | |||||||||||
| Derivative instruments (Note 9) | $ | $ | |||||||||
| Government incentives | |||||||||||
| Other current assets | |||||||||||
| Other current assets | $ | $ | |||||||||
| Non-current assets: | |||||||||||
| Derivative instruments (Note 9) | $ | $ | |||||||||
| Government incentives | |||||||||||
| South Korean tax deposits (Note 11) | |||||||||||
| Operating leases | |||||||||||
| Investments | |||||||||||
| Other non-current assets | |||||||||||
| Other assets | $ | $ | |||||||||
Other liabilities consisted of the following (in millions):
| September 30, 2026 | December 31, 2025 | ||||||||||
| Current liabilities: | |||||||||||
| Wages and employee benefits | $ | $ | |||||||||
| Income taxes | |||||||||||
| Derivative instruments (Note 9) | |||||||||||
| Contract liabilities (Note 2) | |||||||||||
| Short-term operating leases | |||||||||||
| Other current liabilities | |||||||||||
| Other accrued liabilities | $ | $ | |||||||||
| Non-current liabilities: | |||||||||||
| Defined benefit pension plan liabilities | $ | $ | |||||||||
| Derivative instruments (Note 9) | |||||||||||
| Contract liabilities (Note 2) | |||||||||||
Contingent consideration (1) | |||||||||||
| Deferred tax liabilities | |||||||||||
| Long-term operating leases | |||||||||||
| Other non-current liabilities | |||||||||||
| Other liabilities | $ | $ | |||||||||
11
6. Debt
Based on borrowing rates currently available to us for loans with similar terms and maturities, the fair value of long-term debt was $6.5 billion and $7.3 billion compared to recorded book values of $7.3 billion and $7.6 billion as of September 30, 2026 and December 31, 2025, respectively. The Company measures the fair value of its long-term debt using Level 2 inputs based primarily on current market yields for its existing debt traded in the secondary market.
The Company maintains a revolving credit facility (the “Revolving Credit Facility”), which provides a committed $1.5 billion unsecured multi-currency line of credit and expires in 2030. As of September 30, 2026, there were no outstanding amounts under the Revolving Credit Facility.
Certain of Corning’s subsidiaries are the obligors to Chinese yuan-denominated unsecured variable rate loan facilities, whose proceeds are used for capital investment and related corporate purposes. During the nine months ended September 30, 2026, the Company entered into new Chinese yuan-denominated variable rate loan facilities and incurred $449 million, respectively, in short-term borrowings under these facilities. During the nine months ended September 30, 2026, the Company repaid $320 million of principal balance under these facilities. As of September 30, 2026, the amount outstanding under these facilities totaled $539 million, of which $497 million is due within one year. These facilities had variable interest rates ranging from 2.2 % to 2.9 %, respectively, and maturities ranging from 2027 to 2032. As of September 30, 2026, Corning had ¥0.8 billion Chinese yuan of unused capacity, equivalent to approximately $123 million. The amount outstanding under these facilities as of December 31, 2025 totaled $384 million.
During the nine months ended September 30, 2026, the Company repaid $250 million aggregate principal amount of its 7.250 % Notes due 2036 and €300 million (equivalent to $351 million) aggregate principal amount of its 3.875 % Notes due 2026.
During the nine months ended September 30, 2025, the Company repaid ¥10.0 billion (equivalent to $69.6 million) aggregate principal amount of its 0.722 % debentures due 2025.
7. Employee Retirement Plans
The following table presents the components of net periodic pension and postretirement benefit expense (income) for employee retirement plans, which other than the service cost component is recorded in other expense, net in the consolidated statements of income (in millions):
| Pension benefits | Postretirement benefits | ||||||||||||||||||||||||||||||||||||||||||||||
| Three months ended September 30, | Nine months ended September 30, | Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||||||||||||||||
| Service cost | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||
| Interest cost | |||||||||||||||||||||||||||||||||||||||||||||||
| Expected return on plan assets | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Amortization of actuarial net gain | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Amortization of prior service cost (credit) | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Special termination benefit charge | |||||||||||||||||||||||||||||||||||||||||||||||
| Total pension and postretirement benefit expense (income) | $ | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||||||||||||||||||||||
12
8. Commitments and Contingencies
Corning is a defendant in various lawsuits and is subject to various claims that arise in the normal course of business, the most significant of which are summarized below. In the opinion of management, the likelihood that the ultimate disposition of these matters will have a material adverse effect on Corning’s consolidated financial position, liquidity or results of operations, is remote.
Environmental Claims
Corning has been designated by federal or state governments under environmental laws, including Superfund, as a potentially responsible party that may be liable for cleanup costs associated with 21 hazardous waste sites. It is Corning’s policy to accrue for its estimated liability related to such hazardous waste sites and other environmental liabilities related to property owned by Corning based on expert analysis and continual monitoring by both internal and external consultants. As of September 30, 2026 and December 31, 2025, Corning had accrued $89 estimated undiscounted liability
9. Financial Instruments
The following table summarizes the notional amounts and respective fair values of Corning’s derivative financial instruments on a gross basis (in millions):
| September 30, 2026 | December 31, 2025 | ||||||||||||||||||||||||||||||||||
| Notional amount | Fair value asset (1) | Fair value liability (1) | Notional amount | Fair value asset (1) | Fair value liability (1) | ||||||||||||||||||||||||||||||
Derivatives designated as hedging instruments (2): | |||||||||||||||||||||||||||||||||||
Foreign exchange and precious metals lease contracts (3) | $ | $ | $ | ( | $ | $ | $ | ( | |||||||||||||||||||||||||||
| Derivatives not designated as hedging instruments: | |||||||||||||||||||||||||||||||||||
| Foreign exchange contracts | ( | ( | |||||||||||||||||||||||||||||||||
Translated earnings contracts (4) | ( | ( | |||||||||||||||||||||||||||||||||
| Cross currency swap contracts | ( | ( | |||||||||||||||||||||||||||||||||
| Total derivatives | $ | $ | $ | ( | $ | $ | $ | ( | |||||||||||||||||||||||||||
| Current | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
| Non-current | ( | ( | |||||||||||||||||||||||||||||||||
| Total derivatives | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
(1)All of the Company’s derivative contracts are measured at fair value using Level 2 within the fair value hierarchy, primarily based on quoted prices in active markets for similar instruments. Derivative assets are presented in other current assets or other assets on the consolidated balance sheets. Derivative liabilities are presented in other accrued liabilities or other liabilities on the consolidated balance sheets.
(2)The amounts as of September 30, 2026 and December 31, 2025 do not include total notional amounts of €550 million ($622 million equivalent) and €750 million ($881 million equivalent), respectively, of euro-denominated debt, which is a non-derivative financial instrument designated as a net investment hedge.
(3)As of September 30, 2026, derivatives designated as hedging instruments include foreign exchange cash flow hedges and net investment hedges with gross notional amounts of $769 million. As of December 31, 2025, derivatives designated as hedging instruments include foreign exchange cash flow hedges and net investment hedges with gross notional amounts of $1,116 million and fair value hedges of leased precious metals with a gross notional amount of 4,090 troy ounces. Fair value liabilities include designated derivatives pertaining to precious metals lease contracts in the amount of $16 million as of December 31, 2025.
(4)The Company has deferred payments associated with its purchased option contracts that are classified as non-derivative liabilities and will be settled by the end of the option contract term. As of September 30, 2026 and December 31, 2025, the Company has $146 million and $229 million, respectively, recorded in other accrued liabilities and $37 million recorded in other liabilities as of September 30, 2026 on the consolidated balance sheets.
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The following table summarizes the total gross notional amount for translated earnings contracts (in millions):
| September 30, 2026 | December 31, 2025 | ||||||||||
| Forward contracts: | |||||||||||
| Japanese yen-denominated | $ | $ | |||||||||
| Mexican peso-denominated | |||||||||||
| Chinese yuan-denominated | |||||||||||
| South Korean won-denominated | |||||||||||
| Euro-denominated | |||||||||||
| New Taiwan dollar-denominated | |||||||||||
| Option contracts: | |||||||||||
| Japanese yen-denominated | |||||||||||
| Mexican peso-denominated | |||||||||||
| Chinese yuan-denominated | |||||||||||
| South Korean won-denominated | |||||||||||
| Total gross notional amount for translated earnings contracts | $ | $ | |||||||||
The following tables summarize the effect on the consolidated statements of income relating to Corning’s derivative financial instruments (in millions). The accumulated gain or loss included in accumulated other comprehensive loss on the consolidated balance sheets as of September 30, 2026 and December 31, 2025 is a gain of $40 million and $37 million, respectively.
| Three months ended September 30, | |||||||||||||||||||||||||||||
Gain recognized in other comprehensive (loss) income (OCI) (1) | Location of gain reclassified from accumulated OCI into income effective (ineffective) | Gain reclassified from accumulated OCI into income | |||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||
| Hedging relationships for cash flow, net investment and fair value hedges: | |||||||||||||||||||||||||||||
| Foreign exchange and precious metals lease contracts | $ | $ | Cost of sales | $ | $ | ||||||||||||||||||||||||
| Other expense, net | |||||||||||||||||||||||||||||
| Total designated | $ | $ | $ | $ | |||||||||||||||||||||||||
(1)Amount includes a gain of $6 million and a loss of $1 million during the three months ended September 30, 2026 and 2025, respectively, relating to non-derivative financial instruments designated as net investment hedges.
| Nine months ended September 30, | |||||||||||||||||||||||||||||
Gain recognized in other comprehensive (loss) income (OCI) (1) | Location of gain reclassified from accumulated OCI into income effective (ineffective) | Gain (loss) reclassified from accumulated OCI into income | |||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||
| Hedging relationships for cash flow, net investment and fair value hedges: | |||||||||||||||||||||||||||||
| Foreign exchange and precious metals lease contracts | $ | $ | Cost of sales | $ | $ | ( | |||||||||||||||||||||||
| Other expense, net | |||||||||||||||||||||||||||||
| Total designated | $ | $ | $ | $ | |||||||||||||||||||||||||
(1)Amount includes a gain of $25 million and a loss of $102 million during the nine months ended September 30, 2026 and 2025, respectively, relating to non-derivative financial instruments designated as net investment hedges.
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| Gain (loss) recognized in income | Location of gain (loss) recognized in income | ||||||||||||||||||||||||||||
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||||||||
| Undesignated derivatives | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||||||||
| Foreign exchange contracts | $ | $ | ( | $ | ( | $ | Other expense, net | ||||||||||||||||||||||
Translated earnings contracts (1) | Translated earnings contract gain, net | ||||||||||||||||||||||||||||
| Cross currency swap contracts | ( | ( | ( | Other expense, net | |||||||||||||||||||||||||
| Total undesignated | $ | $ | ( | $ | $ | ||||||||||||||||||||||||
(1)For the three and nine months ended September 30, 2026, amount includes non-cash pre-tax realized losses of $74 million and $239 million, respectively, and for the three and nine months ended September 30, 2025, amount includes non-cash pre-tax realized losses of $94 million and $202 million, respectively, related to the premiums of expired option contracts.
10. Share-Based Compensation
11. Income Taxes
The following table presents the provision for income taxes and the related effective tax rate (in millions, except percentages):
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Provision for income taxes | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
| Effective tax rate | % | % | % | % | |||||||||||||||||||
For the three months ended September 30, 2026, the effective tax rate differed from the United States (“U.S.”) statutory rate of 21 %, primarily due to withholding taxes related to certain foreign earnings that are no longer permanently reinvested, partially offset by government incentives and foreign derived deduction eligible income. For the nine months ended September 30, 2026, the effective tax rate differed from the U.S. statutory rate of 21 %, primarily due to adjustments to share-based compensation, government incentives, changes in reserves and foreign derived deduction eligible income, partially offset by the impact of an unfavorable tax ruling in South Korea and withholding taxes related to certain foreign earnings that are no longer permanently reinvested.
For the three and nine months ended September 30, 2025, the effective tax rate differed from the U.S. statutory rate of 21
The Internal Revenue Service (“IRS”) is currently conducting examinations of the Company’s U.S. federal income tax returns for the years 2015 through 2018 and 2019 through 2020, including matters related to the one-time transition tax enacted under the Tax Cuts and Jobs Act of 2017. Corning believes that it is at least more likely than not to sustain its position relating to these matters. However, if the Company is ultimately unsuccessful in defending its position, the impact could be material to its consolidated financial statements.
Corning Precision Materials, a South Korean subsidiary, is currently appealing certain tax assessments and tax refund claims for tax years 2014 through 2019. The Company was required to deposit the disputed tax amounts with the South Korean government as a condition of its appeal of any tax assessment. During 2026, the Company received a final unfavorable ruling relating to a tax dispute for tax years 2010 through 2012 and separately resolved tax year 2013 with no material impact. Accordingly, tax years 2010 through 2013 are now closed. As a result of the final ruling for tax years 2010 through 2012, the Company reduced its receivable balance by $92 million through a noncash charge to the income tax provision in the first quarter of 2026. On October 1, 2026, the Company received a judgment related to the remaining matters, which it intends to appeal. Management continues to believe that it is more likely than not that the Company will prevail in the final appeals process. The non-current receivable balance was $150 million and $248 million as of September 30, 2026 and December 31, 2025, respectively, for the amount on deposit with the South Korean government.
15
Certain foreign subsidiaries in Luxembourg were subject to tax disputes for the tax years 2015 through 2018. While we maintained a more likely than not position with respect to these matters, on March 12, 2026, the Company received a final unfavorable ruling. As a result, during the first quarter of 2026, the Company reduced deferred tax assets associated with net operating loss carryforwards by $879 million and reduced the related valuation allowance by a corresponding amount. Because the reduction in deferred tax assets was offset by a corresponding reduction in the related valuation allowance, the final ruling had no impact on the Company’s income tax provision.
12. Shareholders’ Equity
Common Stock Dividends
On February 11, 2026, April 30, 2026 and June 24, 2026, Corning’s Board of Directors declared dividends of $0.28
On October 6, 2026, Corning’s Board of Directors declared a quarterly dividend of $0.28 per share of common stock, which will be payable on December 11, 2026.
Equity Programs
On September 11, 2026, the Company entered into an Equity Distribution Agreement whereby it has the ability to, from time to time, sell up to $2 billion of its common stock through an “at the market” (“ATM”) equity offering program. During the three and nine months ended September 30, 2026, no
In 2019, the Board authorized the repurchase of up to $5.0 billion of additional common stock (“2019 Authorization”), which does not have an expiration date and may be amended or terminated by the Board of Directors at any time without prior notice. As of September 30, 2026, approximately $3.0 billion remains available under the Company’s 2019 Authorization.
During the three and nine months ended September 30, 2026, no 0.4 million shares and 3.1 million shares, respectively, for approximately $25 million and $158 million, respectively.
Issuance of Warrants
On May 6, 2026, in connection with the long-term customer partnership to help strengthen U.S. manufacturing for AI infrastructure, the Company entered into a securities purchase agreement (the “Purchase Agreement”) under which the Company issued and sold (i) a warrant (the “Traditional Warrant”) to purchase up to 15 million shares of common stock of the Company at an exercise price of $180.00 per share, and (ii) a pre-funded warrant (the “Pre-Funded Warrant” and, together with the Traditional Warrant, the “Warrants”) to purchase up to 3 million shares of common stock at an exercise price of $0.0001 per share.
The Warrants are equity-classified awards and are exercisable at any time on or after the issuance date. The Traditional Warrant will expire on the earliest to occur of (a) the third anniversary of the issuance date, (b) the termination of the definitive agreement governing the long-term partnership, subject to certain exceptions, and (c) the consummation of a fundamental transaction by the Company. The Pre-Funded Warrant will expire on the earlier to occur of (x) the third anniversary of the issuance date and (y) the consummation of a fundamental transaction by the Company.
The Traditional Warrant was issued without separate consideration and does not convey rights to a distinct good or service. Accordingly, it was accounted for as consideration payable to a customer and, as an equity-classified award, was measured at its grant-date fair value of $296 million and recorded within additional paid-in capital on the consolidated balance sheets. Refer to Note 2 (Revenue) for additional information. Because the Traditional Warrant is equity-classified, it is not subsequently remeasured to fair value after issuance.
The grant-date fair value of the Traditional Warrant of $296 million was estimated using a binomial lattice valuation model and Level 3 inputs that incorporated path-dependent features, including potential early exercise and contractual restrictions such as lock-up provisions. Significant assumptions included expected volatility, expected term, risk-free rate and dividend yield. Expected volatility was based on the Company’s historical stock price volatility and, due to its subjective nature, is inherently uncertain. Changes in these assumptions, particularly expected volatility, could have materially affected the estimated grant-date fair value of the Traditional Warrant.
The Pre-Funded Warrant was issued for cash consideration of $500 million, which approximated its fair value at issuance, and recorded within additional paid-in capital on the consolidated balance sheets. In addition, as a result of the nominal exercise price, the underlying common shares are considered outstanding for purposes of calculating earnings per common share.
16
Accumulated Other Comprehensive Loss
For the three and nine months ended September 30, 2026 and 2025, the change in accumulated other comprehensive loss was primarily related to foreign currency translation adjustments.
The following table presents the changes in foreign currency translation adjustments component of accumulated other comprehensive loss, including the proportionate share of equity method affiliates’ accumulated other comprehensive loss (in millions):
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Beginning balance | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
Gain (loss) on foreign currency translation (1) | ( | ||||||||||||||||||||||
Equity method affiliates (2) | ( | ||||||||||||||||||||||
| Net current-period other comprehensive income (loss), net of tax | ( | ||||||||||||||||||||||
| Ending balance | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
(1)For the three and nine months ended September 30, 2026, the tax effects were a provision of $68 million and $58 million, respectively. The prior period amounts were not
(2)Amounts are after tax. Tax effects are not significant.
13. Earnings Per Common Share
The following table presents the reconciliation of the amounts used to compute basic and diluted earnings per common share (in millions, except per share amounts):
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net income attributable to Corning Incorporated | $ | $ | $ | $ | |||||||||||||||||||
| Weighted-average common shares outstanding - basic | |||||||||||||||||||||||
| Effect of dilutive securities: | |||||||||||||||||||||||
| Stock options, awards and warrants | |||||||||||||||||||||||
| Weighted-average common shares outstanding - diluted | |||||||||||||||||||||||
| Basic earnings per common share | $ | $ | $ | $ | |||||||||||||||||||
| Diluted earnings per common share | $ | $ | $ | $ | |||||||||||||||||||
| Anti-dilutive potential shares excluded from diluted earnings per common share: | |||||||||||||||||||||||
| Stock options, awards and warrants | |||||||||||||||||||||||
| Total | |||||||||||||||||||||||
17
14. Reportable Segments
Effective in the first quarter of fiscal year 2026, the Company revised its segment structure. This revision corresponds with changes in how our businesses are managed, which align with how our chief operating decision maker (“CODM”) reviews performance and allocates resources. As a result, the Company began managing its Display and Specialty Materials businesses as a single operating segment, referred to as Glass Innovations, and its Hemlock Semiconductor Group, solar wafer, and solar module businesses as a single operating segment, referred to as Solar. In addition, the Company’s Life Sciences business does not meet the quantitative threshold for separate reporting and therefore is no longer reported as a reportable segment and is included together with all other businesses that do not meet the quantitative threshold for separate reporting within Life Sciences and Emerging Growth Businesses. Optical Communications and Automotive remain unchanged and continue to be reported as separate reportable segments.
As a result of the above changes, the Company has determined it has four reportable segments for financial reporting purposes, organized primarily based on product offerings, as follows:
•Optical Communications – manufactures carrier network and enterprise network components for the telecommunications industry; the carrier network group consists primarily of products and solutions for optical-based communications infrastructure for services such as video, data and voice communications; the enterprise network group consists primarily of optical-based communication networks, including hyperscale data centers, sold to businesses, governments and individuals for their own use.
•Glass Innovations – utilizes proprietary melting, precision forming, strengthening, and finishing processes to create advanced flat glass substrates for LCD and OLED displays and cover materials for mobile consumer electronics; and provides material formulations and optical fabrication for specialty glass, glass ceramic, fluoride crystal, and other precision materials and components for semiconductor, aerospace and defense, telecommunications, commercial, and industrial applications.
•Automotive – manufactures ceramic substrates and filter products for emissions control systems in mobile applications; as well as technical glass and optic products and solutions for the interior and exterior of vehicles.
•Solar – manufactures silicon materials and products for semiconductor and solar applications, including hyper-pure polysilicon produced by Hemlock Semiconductor Group, solar wafers, and solar modules. The segment’s products serve customers across the semiconductor and solar markets globally from a manufacturing footprint in the United States.
All other businesses that do not meet the quantitative threshold for separate reporting have been grouped as Life Sciences and Emerging Growth Businesses.
These changes reflect the Company’s internal management structure and align with the information regularly reviewed by the CODM.
The CODM of the Company is the Company’s chief executive officer. The CODM assesses performance and decides how to allocate resources, including employees, financial or capital resources, based on segment net income, which includes certain corporate overhead allocations directly attributable to each of the segments. The CODM considers actual-to-actual variances on a quarterly basis when making decisions about allocating capital and other resources to the segments and to assess the performance for each segment.
Financial results for the reportable segments and Life Sciences and Emerging Growth Businesses are prepared on a basis consistent with the internal disaggregation of financial information to assist the CODM in making internal operating decisions.
As a significant portion of segment revenues and expenses are denominated in currencies other than the U.S. dollar, management believes it is important to understand the impact on segment net sales and segment net income of translating these currencies into U.S. dollars. Therefore, segment results provided to the CODM include an adjustment for hedged exposures, as defined in more detail below, to adjust for the impact of the Company’s foreign currency risk management program with respect to certain foreign currency exchange rate movements. Segment results also exclude specific items, detailed below, that are non-recurring or otherwise unrelated to the Company’s ongoing operations.
Items excluded from segment results include realized and unrealized gains and losses on our undesignated foreign exchange forward or option contracts and cross-currency swaps, which we refer to as our translated earnings contracts, and on the translation of our foreign-denominated debt. Other excluded items include acquisition-related costs, certain discrete tax items and other tax-related adjustments, restructuring, impairment and other charges and credits, certain litigation, regulatory and other legal matters, pension mark-to-market adjustments, and other items that do not reflect the ongoing operating results of the Company. These items are included in the unallocated amounts in the reconciliation of reportable segment net income to consolidated net income and are not used by the CODM in allocating resources or evaluating the results of the segments. Although these amounts are excluded from segment results, they are included in reported consolidated results.
18
Corning’s administrative and staff functions are performed on a centralized basis and certain of such costs and expenses are allocated among the segments differently than they would be for stand-alone financial reporting purposes. These include certain costs and expenses of shared services, such as information technology, human resources, legal, finance and supply chain management. Expenses that are not allocated to the segments are included in the reconciliation of reportable segment net income to consolidated net income.
Segment net income may not be consistent with measures used by other companies.
Prior to April 1, 2026, segment results included an adjustment that utilized long-term management-determined core rates, which were used in our presentation of the “constant-currency adjustment.” These core rates were applied to all foreign currency exposures for which we were significantly hedged during the applicable period, even though we may have been less than 100
Effective April 1, 2026, we prospectively replaced constant-currency reporting with a new adjustment to derive our segment results, which we refer to as our “adjustment for hedged exposures” as discussed in more detail below. The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct adjustments determined using different methodologies.
Because a significant portion of the Company’s revenues and expenses are denominated in currencies other than the U.S. dollar, the Company maintains a foreign currency risk management program whereby it hedges its foreign currency exposure to the Japanese yen, Mexican peso, Chinese yuan, South Korean won, euro and New Taiwan dollar. Management utilizes the adjustment for hedged exposures for the Optical Communications, Glass Innovations and Automotive segments to reflect the Company’s foreign currency risk management program with respect to these currencies, as applicable to each segment. The most significant adjustment relates to the Japanese yen exposure within the Glass Innovations segment.
The adjustment for hedged exposures is calculated by applying our hedge rates (as defined below) to the portion of foreign currency exposure that is hedged by the Company’s hedging instruments during the applicable period. These hedging instruments include our translated earnings contracts and non-derivative instruments such as foreign-denominated debt. The identification of hedged exposures is consistent with the Company’s documented foreign exchange risk management practices. The remaining portion of foreign currency exposure that is not hedged is not adjusted and continues to be reflected at the exchange rates used in the Company’s consolidated GAAP results during the applicable period. The currency rates used in calculating this adjustment for hedged exposures (our “hedge rates”) reflect the weighted average of the contractual exchange rates of the Company’s hedging instruments in place for foreign currency exposure for the applicable period. The realized and unrealized gains or losses from our translated earnings contracts and non-derivative instruments are excluded from our segment results and we include the adjustment for hedged exposures to reflect the underlying hedge rates related to these hedging instruments. The adjustment for hedged exposures, when applied to net sales, reflects only the impact of foreign currency exchange rate movements on the hedged portion of exposure.
The table below presents the hedge rates used in calculating the adjustment for hedged exposures and the percentage of exposure hedged for the three and nine months ended September 30, 2026. Percentages are calculated relative to after-tax earnings exposure.
| Currency | Japanese yen | Mexican peso | Chinese yuan | South Korean won | Euro | New Taiwan dollar | ||||||||||||||
| Three months ended September 30, 2026 | ||||||||||||||||||||
Hedge Rate | ¥ | MX$ | ¥ | ₩ | € | NT$ | ||||||||||||||
| % of Exposure Hedged | ||||||||||||||||||||
Nine months ended September 30, 2026 (1) | ||||||||||||||||||||
Hedge Rate | ¥ | MX$ | ¥ | ₩ | € | NT$ | ||||||||||||||
| % of Exposure Hedged | ||||||||||||||||||||
(1)Prior to April 1, 2026, the core rate methodology was applied to all relevant foreign exchange exposures; its effects are reflected in the hedge rates and percentages of exposures hedged for the nine months ended September 30, 2026, as discussed and presented below.
The table below presents the rates that were used in calculating the constant-currency adjustment and were applied to all foreign exchange exposures during the three months ended March 31, 2026 and the three and nine months ended September 30, 2025, even though we may have been less than 100
| Currency | Japanese yen | Mexican peso | Chinese yuan | South Korean won | Euro | New Taiwan dollar | ||||||||||||||
| Core Rate | ¥ | MX$ | ¥ | ₩ | € | NT$ | ||||||||||||||
Segment results for the comparative prior period as presented herein are the amounts as historically reported and adjusted only for the changes in segment reporting structure as described above. The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct non-GAAP adjustments determined using different methodologies and reflect different foreign currency
19
hedging approaches in the periods presented. Prior-period amounts have not been recast to the current-period presentation. Application of the current adjustment for hedged exposures in place of the prior constant-currency adjustment for the comparative 2025 periods would have resulted in higher year-over-year growth rates for segment net sales and segment net income for our Glass Innovations segment for the three and nine months ended September 30, 2026. The impact to segment net sales and segment net income for all other segments would have been immaterial.
20
The following provides selected segment information. The comparative periods have been recast for the changes in the reportable segment structure, as described above. However, periods prior to April 1, 2026 have not been recast for the changes in the segment measures, as described above.
Segment information (in millions):
| Optical Communications | Glass Innovations | Automotive | Solar | Total Reportable Segments | Life Sciences and Emerging Growth Businesses | Total | |||||||||||||||||||||||||||||||||||
| Three months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||
| Segment net sales | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| Less: | |||||||||||||||||||||||||||||||||||||||||
Research, development and engineering expenses (1) | |||||||||||||||||||||||||||||||||||||||||
Depreciation (2) | |||||||||||||||||||||||||||||||||||||||||
Other segment items (3) | |||||||||||||||||||||||||||||||||||||||||
Income tax provision (benefit) (4) | ( | ||||||||||||||||||||||||||||||||||||||||
| Segment net income (loss) | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| Three months ended September 30, 2025 | |||||||||||||||||||||||||||||||||||||||||
| Segment net sales | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| Less: | |||||||||||||||||||||||||||||||||||||||||
Research, development and engineering expenses (1) | |||||||||||||||||||||||||||||||||||||||||
Depreciation (2) | |||||||||||||||||||||||||||||||||||||||||
Other segment items (3) | |||||||||||||||||||||||||||||||||||||||||
Income tax provision (benefit) (4) | ( | ||||||||||||||||||||||||||||||||||||||||
| Segment net income (loss) | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| Nine months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||
| Segment net sales | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| Less: | |||||||||||||||||||||||||||||||||||||||||
Research, development and engineering expenses (1) | |||||||||||||||||||||||||||||||||||||||||
Depreciation (2) | |||||||||||||||||||||||||||||||||||||||||
Other segment items (3) | |||||||||||||||||||||||||||||||||||||||||
Income tax provision (benefit) (4) | ( | ||||||||||||||||||||||||||||||||||||||||
| Segment net income (loss) | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| Nine months ended September 30, 2025 | |||||||||||||||||||||||||||||||||||||||||
| Segment net sales | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| Less: | |||||||||||||||||||||||||||||||||||||||||
Research, development and engineering expenses (1) | |||||||||||||||||||||||||||||||||||||||||
Depreciation (2) | |||||||||||||||||||||||||||||||||||||||||
Other segment items (3) | |||||||||||||||||||||||||||||||||||||||||
Income tax provision (benefit) (4) | ( | ||||||||||||||||||||||||||||||||||||||||
| Segment net income (loss) | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||
| Capital expenditures | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
(1)Research, development and engineering expenses include direct project spending that is identifiable to a segment.
(2)Depreciation expense includes an allocation of depreciation of corporate property not specifically identifiable to a segment.
(3)Other segment items primarily include the cost of materials, salaries, wages and benefits, including variable compensation, and selling, general and administrative expenses.
(4)Income tax provision (benefit) reflects a tax rate of 21
21
Segment information, continued (in millions):
| Optical Communications | Glass Innovations | Automotive | Solar | Total Reportable Segments | Life Sciences and Emerging Growth Businesses | Total | |||||||||||||||||||||||||||||||||||
| September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||
| Investment in affiliated companies | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
Segment assets (1) | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
| December 31, 2025 | |||||||||||||||||||||||||||||||||||||||||
| Investment in affiliated companies | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
Segment assets (1) | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||
The following table presents a reconciliation of net sales of reportable segments to consolidated net sales (in millions):
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net sales of reportable segments | $ | $ | $ | $ | |||||||||||||||||||
| Net sales of Life Sciences and Emerging Growth Businesses | |||||||||||||||||||||||
Adjustment for hedged exposures (1) | ( | ( | |||||||||||||||||||||
Impact of constant-currency reporting (2) | ( | ( | ( | ||||||||||||||||||||
| Net sales | $ | $ | $ | $ | |||||||||||||||||||
(1)Effective April 1, 2026, adjustment was calculated by applying our hedge rates to the portion of foreign currency exposures that is hedged by the Company’s hedging instruments during the period, as described above. Amount primarily relates to the Japanese yen exposure within the Glass Innovations segment.
(2)Adjustment for periods prior to April 1, 2026 was calculated using long-term management-determined core rates and applied to all foreign currency exposures for which we were significantly hedged, as described above. Amount primarily relates to the Japanese yen exposure within the Glass Innovations segment.
22
The following table presents a reconciliation of net income of reportable segments to consolidated net income (in millions):
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net income of reportable segments | $ | $ | $ | $ | |||||||||||||||||||
| Net loss of Life Sciences and Emerging Growth Businesses | ( | ( | ( | ( | |||||||||||||||||||
| Unallocated amounts: | |||||||||||||||||||||||
Adjustment for hedged exposures (1) | ( | ( | |||||||||||||||||||||
Impact of constant-currency reporting (2) | ( | ( | ( | ||||||||||||||||||||
| Translated earnings contract gain, net | |||||||||||||||||||||||
| Translation (loss) gain on foreign denominated debt, net | ( | ( | |||||||||||||||||||||
| Litigation, regulatory and other legal matters | ( | ( | |||||||||||||||||||||
| Research, development, and engineering expense | ( | ( | ( | ( | |||||||||||||||||||
| Amortization of intangibles | ( | ( | ( | ( | |||||||||||||||||||
| Interest expense, net | ( | ( | ( | ( | |||||||||||||||||||
| Income tax benefit | |||||||||||||||||||||||
| Restructuring, impairment and other charges and credits | ( | ( | ( | ( | |||||||||||||||||||
| Other corporate items | ( | ( | ( | ||||||||||||||||||||
| Net income | $ | $ | $ | $ | |||||||||||||||||||
(1)Effective April 1, 2026, adjustment was calculated by applying our hedge rates to the portion of foreign currency exposures that is hedged by the Company’s hedging instruments during the period, as described above. Amount primarily relates to the Japanese yen exposure within the Glass Innovations segment.
(2)Adjustment for periods prior to April 1, 2026 was calculated using long-term management-determined core rates and applied to all foreign currency exposures for which we were significantly hedged, as described above. Amount primarily relates to the Japanese yen exposure within the Glass Innovations segment.
23
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Corning Incorporated and its consolidated subsidiaries are hereinafter sometimes referred to as the “Company,” the “Registrant,” “Corning,” “we,” “our,” or “us.”
This report contains forward-looking statements that involve a number of risks and uncertainties. These statements relate to plans, objectives, expectations and estimates and may contain words such as “will,” “believe,” “anticipate,” “expect,” “intend,” “plan,” “seek,” “see,” “would,” “target,” “estimate,” “forecast,” or similar expressions. Actual results could differ materially from what is expressed or forecasted in forward-looking statements. Some of the factors that could contribute to these differences include those discussed under “Forward-Looking Statements,” “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and elsewhere in this report.
ORGANIZATION OF INFORMATION
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) was prepared to provide a historical and prospective narrative on our financial condition and results of operations through the eyes of management and should be read in conjunction with our consolidated financial statements and the accompanying notes to those financial statements and our MD&A of our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”).
Our MD&A is organized as follows:
•Overview and Outlook
•Results of Operations
•Segment Analysis
•Core Performance Measures
•Liquidity and Capital Resources
•Environment
•Critical Accounting Estimates
•Forward-Looking Statements
OVERVIEW AND OUTLOOK
Corning is one of the world’s leading innovators in materials science, with a 175-year track record of life-changing inventions. Corning applies its unparalleled expertise in glass science, ceramic science, and optical physics, along with its deep manufacturing and engineering capabilities to develop category-defining products that transform industries and enhance people’s lives. Corning succeeds through sustained investment in RD&E, a unique combination of material and process innovation, and deep, trust-based relationships with customers who are global leaders in their industries. Corning’s capabilities are versatile and synergistic, which allows the company to evolve to meet changing market needs, while also helping its customers capture new opportunities in dynamic industries.
Corning’s industry-leading products include damage-resistant cover materials for mobile devices and precision glass for advanced displays; optical fiber, cable and connectivity solutions for advanced communications networks, such as fiber to the home and data centers, enabling artificial intelligence and connections around the world; trusted products to accelerate drug discovery and delivery; clean-air technologies and technical glass for cars and trucks; and polysilicon materials and products for semiconductor and solar applications.
In the third quarter of 2023, we introduced our Springboard plan to grow sales and enhance our profitability base and launched our plan with an annualized core sales run rate of $13 billion. Since Springboard's introduction, we have significantly grown annualized core sales, expanded profitability and substantially increased adjusted free cash flow. Our continued performance on our Springboard plan has transformed the financial profile of the Company and delivered durable growth across our businesses. We see remarkable demand for our innovations and manufacturing capabilities, which we believe will lead to additional growth opportunities through 2026 and beyond. In May 2026, we updated and extended our Springboard plan, including an annualized core sales run rate target of $20 billion by the end of 2026. Our third-quarter results already reflect an annualized core sales run rate of $20.3 billion, exceeding our target one quarter early and demonstrating our accelerated growth.
As we continue to execute our Springboard strategy, we intend to pursue additional growth opportunities while focusing on profitable growth, higher returns on invested capital, and increased free cash flow generation. We expect to invest in capacity expansion and technology capabilities where appropriate to support customer demand and our long-term strategic objectives, while maintaining disciplined capital allocation and risk-sharing approaches designed to support attractive returns, even as we invest to capture additional growth.
24
RESULTS OF OPERATIONS
The following table presents selected highlights from our operations (in millions):
| Three months ended September 30, | % change | Nine months ended September 30, | % change | ||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 vs. 2025 | 2026 | 2025 | 2026 vs. 2025 | ||||||||||||||||||||||||||||||
| Net sales | $ | 4,855 | $ | 4,100 | 18 | % | $ | 13,504 | $ | 11,414 | 18 | % | |||||||||||||||||||||||
| Cost of sales | $ | 3,045 | $ | 2,580 | 18 | % | $ | 8,538 | $ | 7,288 | 17 | % | |||||||||||||||||||||||
| Gross margin | $ | 1,810 | $ | 1,520 | 19 | % | $ | 4,966 | $ | 4,126 | 20 | % | |||||||||||||||||||||||
| Gross margin % | 37 | % | 37 | % | 37 | % | 36 | % | |||||||||||||||||||||||||||
| Selling, general and administrative expenses | $ | 563 | $ | 624 | (10 | %) | $ | 1,759 | $ | 1,610 | 9 | % | |||||||||||||||||||||||
| as a % of net sales | 12 | % | 15 | % | 13 | % | 14 | % | |||||||||||||||||||||||||||
| Research, development and engineering expenses | $ | 314 | $ | 280 | 12 | % | $ | 891 | $ | 826 | 8 | % | |||||||||||||||||||||||
| as a % of net sales | 6 | % | 7 | % | 7 | % | 7 | % | |||||||||||||||||||||||||||
| Translated earnings contract gain, net | $ | 138 | $ | 33 | 318 | % | $ | 212 | $ | 63 | 237 | % | |||||||||||||||||||||||
| Income before income taxes | $ | 968 | $ | 550 | 76 | % | $ | 2,146 | $ | 1,374 | 56 | % | |||||||||||||||||||||||
| Provision for income taxes | $ | 222 | $ | 80 | 178 | % | $ | 383 | $ | 219 | 75 | % | |||||||||||||||||||||||
| Effective tax rate | 22.9 | % | 14.5 | % | 17.8 | % | 15.9 | % | |||||||||||||||||||||||||||
Net sales
For the three months ended September 30, 2026, net sales increased $755 million, or 18%, when compared to the same period in 2025. This was primarily driven by an increase in sales for optical communication products of $727 million and an increase in sales for polycrystalline silicon and solar products of $117 million.
For the nine months ended September 30, 2026, net sales increased $2.1 billion, or 18% when compared to the same period in 2025. This was primarily driven by an increase in sales for optical communication products of $1.7 billion and polycrystalline silicon and solar products of $488 million.
Cost of sales / Gross margin
The types of expenses included in cost of sales are: raw materials consumption, including direct and indirect materials; salaries, wages and benefits; depreciation and amortization; production utilities; production-related purchasing; warehousing (including receiving and inspection); repairs and maintenance; inter-location inventory transfer costs; production and warehousing facility property insurance; rent for production facilities; freight and logistics costs; and other production overhead.
For the three months ended September 30, 2026, cost of sales increased $465 million, or 18%, when compared to the same period in 2025, primarily driven by the increase in net sales as discussed above. Gross margin increased $290 million, or 19% and remained consistent as a percentage of sales when compared to the same period in 2025 as higher profit in Optical Communications was partially offset by temporarily higher costs to ramp up capacity to produce more in Solar.
For the nine months ended September 30, 2026, cost of sales increased $1.3 billion, or 17%, when compared to the same period in 2025, primarily driven by the increase in net sales as discussed above. Gross margin increased $840 million, or 20%, and remained consistent as a percentage of sales when compared to the same period in 2025 as higher profit in Optical Communications was partially offset by temporarily higher costs to ramp up capacity to produce more in Solar.
25
Selling, general and administrative expenses
The types of expenses included in selling, general and administrative expenses are: salaries, wages and benefits, including variable compensation and share-based compensation expense; travel; sales commissions; professional fees; and depreciation and amortization, utilities and rent for administrative facilities.
For the three months ended September 30, 2026, selling, general and administrative expenses decreased $61 million and slightly decreased as a percentage of sales when compared to the same period in 2025. The decrease was primarily driven by lower share-based compensation expense due to fluctuations in the Company’s stock price, which affect the fair value of performance-based restricted stock units.
For the nine months ended September 30, 2026, selling, general and administrative expenses increased $149 million, and remained consistent as a percentage of sales when compared to the same period in 2025. The increase was primarily due to higher variable compensation and share-based compensation expense.
Research, development and engineering expenses
For the three and nine months ended September 30, 2026, research, development and engineering expenses increased $34 million and $65 million, respectively, and remained consistent as a percentage of sales when compared to the same periods in 2025.
Translated earnings contract gain, net
Included in translated earnings contract gain, net, is the impact of foreign currency contracts which economically hedge the translation exposure arising from movements in the Japanese yen, Mexican peso, Chinese yuan, South Korean won, euro and New Taiwan dollar and its impact on net income.
The following table provides detailed information on the impact of translated earnings contract gain, net (in millions):
| Three months ended September 30, 2026 | Three months ended September 30, 2025 | Change 2026 vs. 2025 | |||||||||||||||||||||||||||||||||
| Income before tax | Net income | Income before tax | Net income | Income before tax | Net income | ||||||||||||||||||||||||||||||
| Hedges related to translated earnings: | |||||||||||||||||||||||||||||||||||
Realized gain (loss), net (1) (2) | $ | 65 | $ | 50 | $ | (5) | $ | (4) | $ | 70 | $ | 54 | |||||||||||||||||||||||
| Unrealized gain, net | 73 | 56 | 38 | 29 | 35 | 27 | |||||||||||||||||||||||||||||
| Total translated earnings contract gain, net | $ | 138 | $ | 106 | $ | 33 | $ | 25 | $ | 105 | $ | 81 | |||||||||||||||||||||||
| Nine months ended September 30, 2026 | Nine months ended September 30, 2025 | Change 2026 vs. 2025 | |||||||||||||||||||||||||||||||||
| Income before tax | Net income | Income before tax | Net income | Income before tax | Net income | ||||||||||||||||||||||||||||||
| Hedges related to translated earnings: | |||||||||||||||||||||||||||||||||||
Realized gain, net (1) (2) (3) | $ | 157 | $ | 121 | $ | 2 | $ | 1 | $ | 155 | $ | 120 | |||||||||||||||||||||||
| Unrealized gain, net | 55 | 41 | 61 | 47 | (6) | (6) | |||||||||||||||||||||||||||||
| Total translated earnings contract gain, net | $ | 212 | $ | 162 | $ | 63 | $ | 48 | $ | 149 | $ | 114 | |||||||||||||||||||||||
(1)For the three and nine months ended September 30, 2026, amount includes non-cash pre-tax realized losses of $74 million and $239 million, respectively, and for the three and nine months ended September 30, 2025, amount includes non-cash pre-tax realized losses of $94 million and $202 million, respectively, related to the premiums of expired option contracts.
(2)For the three and nine months ended September 30, 2026, amount excludes $6 million and $21 million gains, respectively, and for the three and nine months ended September 30, 2025, amount excludes $4 million and $12 million losses, respectively, related to forward contracts designated as net investment hedge, which was recorded in accumulated other comprehensive loss on the consolidated balance sheets and reflected within investing activities on the consolidated statements of cash flows.
(3)For the nine months ended September 30, 2026, amount excludes pre-tax gain of $6 million, related to forward contracts for the settlement of €300 million euro-denominated debt, which was reflected within investing activities on the consolidated statements of cash flows.
26
Since issuance of the Company’s Japanese yen-denominated debt, depreciation of the Japanese yen has reduced the U.S. dollar value of such obligations and generating unrealized foreign exchange gains that have been recognized over time in the consolidated statements of income. During the second and third quarters of 2026, the Company entered into cross-currency swap contracts related to ¥15 billion and ¥10 billion, respectively, of the Company’s Japanese yen-denominated debt in order to economically lock in unrealized foreign exchange gains.
The impact to income from realized activity for the three months ended September 30, 2026 was primarily driven by realized gains from our Japanese yen and Mexican peso-denominated hedges, partially offset by realized losses from our South Korean won-denominated hedges. The impact to income from realized activity for the nine months ended September 30, 2026 was primarily driven by realized gains from our Japanese yen and Mexican peso-denominated hedges, partially offset by realized losses from our South Korean won, euro and New Taiwan dollar-denominated hedges.
The impact to income from realized activity for the three months ended September 30, 2025 was primarily driven by realized losses from our South Korean won and Japanese yen-denominated hedges, partially offset by realized gains from our Mexican peso denominated hedges. The impact to income from realized activity for the nine months ended September 30, 2025 was primarily driven by realized gains from our Mexican peso and Japanese yen-denominated hedges, partially offset by realized losses from our South Korean won and Chinese yuan-denominated hedges.
The impact to income from unrealized activity for the three months ended September 30, 2026 was primarily driven by unrealized gains from our South Korean won, Chinese yuan, New Taiwan dollar and euro-denominated hedges, partially offset by unrealized losses from our Mexican peso-denominated hedges. The impact to income from unrealized activity for the nine months ended September 30, 2026 was primarily driven by unrealized gains from our Chinese yuan, euro and South Korean won-denominated hedges, partially offset by unrealized losses from our Japanese yen, Mexican peso and New Taiwan dollar-denominated hedges.
The impact to income from unrealized activity for the three months ended September 30, 2025 was primarily driven by unrealized gains from our Japanese yen, Mexican peso and euro-denominated hedges, partially offset by unrealized losses from our new Taiwan dollar and South Korean won-denominated hedges. The impact to income from unrealized activity for the nine months ended September 30, 2025 was primarily driven by unrealized gains from our South Korean won, Mexican peso, New Taiwan dollar and Chinese yuan-denominated hedges, partially offset by unrealized losses from our Japanese-yen-denominated hedges.
Income before income taxes
For the three and nine months ended September 30, 2026, income before income taxes increased $418 million and $772 million, respectively, when compared to the same periods in 2025, primarily driven by an increase in gross margin, as discussed above.
Provision for Income Taxes
For the three months ended September 30, 2026, the effective tax rate differed from the United States (“U.S.”) statutory rate of 21%, primarily due to withholding taxes related to certain foreign earnings that are no longer permanently reinvested, partially offset by government incentives and foreign derived deduction eligible income. For the nine months ended September 30, 2026, the effective tax rate differed from the U.S. statutory rate of 21%, primarily due to adjustments to share-based compensation, government incentives, changes in reserves and foreign derived deduction eligible income, partially offset by the impact of an unfavorable tax ruling in South Korea and withholding taxes related to certain foreign earnings that are no longer permanently reinvested.
For the three and nine months ended September 30, 2025, the effective tax rate differed from the U.S. statutory rate of 21%, primarily due to foreign derived intangible income, adjustments to share-based compensation and non-taxable items, partially offset by certain pre-tax losses with no corresponding expected tax benefit.
For the three months ended September 30, 2026, the effective tax rate differed when compared to the same period in 2025 primarily due to withholding taxes, partially offset by government incentives. For the nine months ended September 30, 2026, the effective tax rate differed when compared to the same period in 2025 primarily due to adjustments to share-based compensation, changes in reserves and government incentives, partially offset by the impact of an unfavorable tax ruling in South Korea and withholding taxes.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the United States. The OBBBA includes various tax law changes, including the permanent extension of certain provisions originally enacted under the Tax Cuts and Jobs Act, modifications to the international tax framework and the reinstatement of favorable treatment for certain business tax provisions. These include 100% bonus depreciation, immediate expensing of domestic research and development costs and revised limitations on the deductibility of business interest expense. The provisions of the OBBBA are subject to multiple effective dates, with some effective beginning in 2025 and others phased in through 2027. The Company does not expect the OBBBA to have a material impact on our estimated annual effective tax rate in 2026.
27
The Internal Revenue Service (“IRS”) is currently conducting examinations of the Company’s U.S. federal income tax returns for the years 2015 through 2018 and 2019 through 2020, including matters related to the one-time transition tax enacted under the Tax Cuts and Jobs Act of 2017. Corning believes that it is at least more likely than not to sustain its position relating to these matters. However, if the Company is ultimately unsuccessful in defending its position, the impact could be material to its consolidated financial statements.
SEGMENT ANALYSIS
Financial results for the reportable segments and Life Sciences and Emerging Growth Businesses are prepared on a basis consistent with the internal disaggregation of financial information to assist the chief operating decision maker in making internal operating decisions. In addition, effective April 1, 2026, we made changes to the manner in which we determine our segment results. Specifically, we prospectively replaced constant-currency reporting with a new adjustment to derive our segment results, which we refer to as our “adjustment for hedged exposures.” The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct adjustments determined using different methodologies. These changes are more fully discussed within Note 14 (Reportable Segments) in the accompanying notes to the consolidated financial statements and includes a reconciliation of segment information to the corresponding amounts in the consolidated statements of income.
Effective in the first quarter of fiscal year 2026, the Company revised its segment structure. This revision corresponds with changes in how our businesses are managed, which align with how our chief operating decision maker (“CODM”) reviews performance and allocates resources. As a result, the Company began managing its Display and Specialty Materials businesses as a single operating segment, referred to as Glass Innovations, and its Hemlock Semiconductor Group, solar wafer, and solar module businesses as a single operating segment, referred to as Solar. In addition, the Company’s Life Sciences business does not meet the quantitative threshold for separate reporting and therefore is no longer reported as a reportable segment and is included together with all other businesses that do not meet the quantitative threshold for separate reporting within Life Sciences and Emerging Growth Businesses. Optical Communications and Automotive remain unchanged and continue to be reported as separate reportable segments.
As a result of the above changes, the Company has determined it has four reportable segments for financial reporting purposes, organized primarily based on product offerings, as follows:
•Optical Communications – manufactures carrier network and enterprise network components for the telecommunications industry; the carrier network group consists primarily of products and solutions for optical-based communications infrastructure for services such as video, data and voice communications; the enterprise network group consists primarily of optical-based communication networks, including hyperscale data centers, sold to businesses, governments and individuals for their own use.
•Glass Innovations – utilizes proprietary melting, precision forming, strengthening, and finishing processes to create advanced flat glass substrates for LCD and OLED displays and cover materials for mobile consumer electronics; and provides material formulations and optical fabrication for specialty glass, glass ceramic, fluoride crystal, and other precision materials and components for semiconductor, aerospace and defense, telecommunications, commercial, and industrial applications.
•Automotive – manufactures ceramic substrates and filter products for emissions control systems in mobile applications; as well as technical glass and optic products and solutions for the interior and exterior of vehicles.
•Solar – manufactures silicon materials and products for semiconductor and solar applications, including hyper-pure polysilicon produced by Hemlock Semiconductor Group, solar wafers, and solar modules. The segment’s products serve customers across the semiconductor and solar markets globally from a manufacturing footprint in the United States.
All other businesses that do not meet the quantitative threshold for separate reporting have been grouped as Life Sciences and Emerging Growth Businesses.
These changes reflect the Company’s internal management structure and align with the information regularly reviewed by the CODM.
Segment net income may not be consistent with measures used by other companies.
28
The following table presents segment net sales by reportable segment and Life Sciences and Emerging Growth Businesses (in millions) (1):
| Three months ended September 30, | $ change | % change | Nine months ended September 30, | $ change | % change | ||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 vs. 2025 | 2026 vs. 2025 | 2026 | 2025 | 2026 vs. 2025 | 2026 vs. 2025 | ||||||||||||||||||||||||||||||||||||||||
| Optical Communications | $ | 2,379 | $ | 1,652 | $ | 727 | 44 | % | $ | 6,297 | $ | 4,573 | $ | 1,724 | 38 | % | |||||||||||||||||||||||||||||||
Glass Innovations | 1,506 | 1,560 | (54) | (3 | %) | 4,389 | 4,409 | (20) | — | % | |||||||||||||||||||||||||||||||||||||
| Automotive | 470 | 454 | 16 | 4 | % | 1,378 | 1,354 | 24 | 2 | % | |||||||||||||||||||||||||||||||||||||
Solar | 436 | 319 | 117 | 37 | % | 1,244 | 756 | 488 | 65 | % | |||||||||||||||||||||||||||||||||||||
| Net sales of reportable segments | 4,791 | 3,985 | 806 | 20 | % | 13,308 | 11,092 | 2,216 | 20 | % | |||||||||||||||||||||||||||||||||||||
Life Sciences and Emerging Growth Businesses | 290 | 287 | 3 | 1 | % | 856 | 904 | (48) | (5 | %) | |||||||||||||||||||||||||||||||||||||
Net sales of reportable segments and Life Sciences and Emerging Growth Businesses (2) | $ | 5,081 | $ | 4,272 | $ | 809 | 19 | % | $ | 14,164 | $ | 11,996 | $ | 2,168 | 18 | % | |||||||||||||||||||||||||||||||
(1)Segment results for the comparative prior period as presented in the table above are the amounts as historically reported and adjusted only for the changes in segment reporting structure as described above. The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct non-GAAP adjustments determined using different methodologies and reflect different foreign currency hedging approaches in the periods presented. Prior-period amounts have not been recast to the current-period presentation. Application of the current adjustment for hedged exposures in place of the prior constant-currency adjustment for the comparative 2025 periods would have resulted in higher year-over-year growth rates for segment net sales for our Glass Innovations segment for the three and nine months ended September 30, 2026. The impact to segment net sales for all other segments would have been immaterial.
(2)Refer to Note 14 (Reportable Segments) in the accompanying notes to the consolidated financial statements for the reconciliation to consolidated net sales.
Optical Communications
The increase in segment net sales for both the three and nine month periods was primarily due to continued growth in our Enterprise business driven by strong demand for our Generative AI products.
Glass Innovations
The decrease in segment net sales for the three month period was primarily due to lower volume as increasing memory prices impact our end markets. Segment net sales remained consistent for the nine month comparative period.
Automotive
The increase in segment net sales for the three and nine month periods was primarily driven by increased demand for our diesel products and the adoption of our auto glass solutions.
Solar
The increase in segment net sales for the three and nine month periods was primarily driven by growth in our solar wafers and solar modules businesses as we continue to ramp production.
Life Sciences and Emerging Growth Businesses
Segment net sales remained consistent for the three month comparative period. The decrease in segment net sales for the nine month period was primarily driven by our Pharmaceutical Technologies business.
29
The following table presents segment net income (loss) by reportable segment and Life Sciences and Emerging Growth Businesses (in millions) (1):
| Three months ended September 30, | $ change | % change | Nine months ended September 30, | $ change | % change | ||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 vs. 2025 | 2026 vs. 2025 | 2026 | 2025 | 2026 vs. 2025 | 2026 vs. 2025 | ||||||||||||||||||||||||||||||||||||||||
| Optical Communications | $ | 532 | $ | 295 | $ | 237 | 80 | % | $ | 1,357 | $ | 743 | $ | 614 | 83 | % | |||||||||||||||||||||||||||||||
Glass Innovations | 328 | 363 | (35) | (10 | %) | 1,006 | 1,004 | 2 | — | % | |||||||||||||||||||||||||||||||||||||
| Automotive | 67 | 68 | (1) | (1 | %) | 219 | 215 | 4 | 2 | % | |||||||||||||||||||||||||||||||||||||
Solar | (7) | 30 | (37) | * | (7) | 59 | (66) | * | |||||||||||||||||||||||||||||||||||||||
| Net income of reportable segments | 920 | 756 | 164 | 22 | % | 2,575 | 2,021 | 554 | 27 | % | |||||||||||||||||||||||||||||||||||||
Life Sciences and Emerging Growth Businesses | (28) | (15) | (13) | (87 | %) | (73) | (39) | (34) | (87 | %) | |||||||||||||||||||||||||||||||||||||
Net income of reportable segments and Life Sciences and Emerging Growth Businesses (2) | $ | 892 | $ | 741 | $ | 151 | 20 | % | $ | 2,502 | $ | 1,982 | $ | 520 | 26 | % | |||||||||||||||||||||||||||||||
*Not meaningful
(1)Segment results for the comparative prior period as presented in the table above are the amounts as historically reported and adjusted only for the changes in segment reporting structure as described above. The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct non-GAAP adjustments determined using different methodologies and reflect different foreign currency hedging approaches in the periods presented. Prior-period amounts have not been recast to the current-period presentation. Application of the current adjustment for hedged exposures in place of the prior constant-currency adjustment for the comparative 2025 periods would have resulted in higher year-over-year growth rates for segment net income for our Glass Innovations segment for the three and nine months ended September 30, 2026. The impact to segment net income (loss) for all other segments would have been immaterial.
(2)Refer to Note 14 (Reportable Segments) in the accompanying notes to the consolidated financial statements for the reconciliation to consolidated net income.
Optical Communications
The increase in segment net income for both the three and nine month periods was primarily driven by strong incremental profit on higher revenue, as described above.
Glass Innovations
The decrease in segment net income for the three month period was primarily driven by decreased sales, as described above. Segment net income remained consistent for the nine month comparative period.
Automotive
The decrease in segment net income for the three month period was primarily driven by higher operating costs, which more than offset the benefit of increased sales, as described above. The increase in segment net income for the nine month period was primarily driven by increased sales, as described above.
Solar
Segment net income decreased for both the three and nine month periods as production capacity continues to ramp up in our solar wafers and solar modules businesses.
Life Sciences and Emerging Growth Businesses
The increase in segment net loss for the three month period was primarily driven by increased research and development costs within our emerging growth businesses. The increase in segment net loss for the nine month period was primarily due to our Pharmaceutical Technologies business.
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CORE PERFORMANCE MEASURES
Management uses non-GAAP financial measures (our “core performance measures”), together with GAAP financial measures, to evaluate operating performance, make financial and operational decisions, and allocate resources. Management believes that core performance measures, when considered together with the Company’s GAAP results, provide investors with useful supplemental information by facilitating a functional view of operating results and providing additional insight into factors and trends affecting the Company’s performance.
Specifically, in managing the Company and assessing our financial performance, we supplement certain measures included in our consolidated financial statements by excluding specific items and making certain adjustments to arrive at our core performance measures. These measures are intended to supplement, and should not be viewed as a substitute for, the Company’s GAAP financial measures.
Items excluded from certain core performance measures include realized and unrealized gains and losses on our undesignated foreign exchange forward or option contracts and cross-currency swaps, which we refer to as our translated earnings contracts, and on the translation of our foreign-denominated debt. Other excluded items include acquisition-related costs, certain discrete tax items and other tax-related adjustments, restructuring, impairment and other charges and credits, certain litigation, regulatory and other legal matters, pension mark-to-market adjustments, and other items that do not reflect the ongoing operating results of the Company.
Prior to April 1, 2026, we included an adjustment to derive our core performance measures that utilized long-term management-determined core rates, which were used in our presentation of the “constant-currency adjustment.” These core rates were applied to all foreign currency exposures for which we were significantly hedged during the applicable period, even though we may have been less than 100% hedged.
Effective April 1, 2026, we prospectively replaced constant-currency reporting with a new non-GAAP adjustment, which we refer to as our “adjustment for hedged exposures” as discussed in more detail below. The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct non-GAAP adjustments determined using different methodologies.
Because a significant portion of the Company’s revenues and expenses are denominated in currencies other than the U.S. dollar, the Company maintains a foreign currency risk management program whereby it hedges its foreign currency exposure to the Japanese yen, Mexican peso, Chinese yuan, South Korean won, euro and New Taiwan dollar. Management utilizes the adjustment for hedged exposures for the Optical Communications, Glass Innovations and Automotive segments to reflect the Company’s foreign currency risk management program with respect to these currencies, as applicable to each segment. The most significant adjustment relates to the Japanese yen exposure within the Glass Innovations segment. Management believes that this adjustment for hedged exposures is useful for analyzing underlying business trends and establishing operational goals and forecasts by illustrating results aligned with the currency environment established by the Company’s foreign currency risk management program.
The adjustment for hedged exposures is calculated by applying our hedge rates (as defined below) to the portion of foreign currency exposure that is hedged by the Company’s hedging instruments during the applicable period. These hedging instruments include our translated earnings contracts and non-derivative instruments such as foreign-denominated debt. The identification of hedged exposures is consistent with the Company’s documented foreign exchange risk management practices. The remaining portion of foreign currency exposure that is not hedged is not adjusted and continues to be reflected at the exchange rates used in the Company’s consolidated GAAP results during the applicable period. The currency rates used in calculating this adjustment for hedged exposures (our “hedge rates”) reflect the weighted average of the contractual exchange rates of the Company’s hedging instruments in place for foreign currency exposure for the applicable period. The realized and unrealized gains or losses from our translated earnings contracts and non-derivative instruments are excluded from our core performance measures in our GAAP to core reconciliation, and we include the adjustment for hedged exposures to reflect the underlying hedge rates related to these hedging instruments. The adjustment for hedged exposures, when applied to net sales, reflects only the impact of foreign currency exchange rate movements on the hedged portion of exposure.
Management believes the adjustment for hedged exposures provides investors with useful supplemental information regarding operating performance by reflecting the effect of the Company’s foreign currency risk management program on the portion of exposure actually hedged during the applicable period.
For a reconciliation of non-GAAP performance measures to their most directly comparable GAAP financial measure, refer to “Reconciliation of Non-GAAP Measures.” With respect to the outlook for future periods, it is not possible to provide reconciliations for these non-GAAP measures because management does not forecast the movement of foreign currencies against the U.S. dollar, or other items that do not reflect ongoing operations, nor does it forecast items that have not yet occurred or are out of management’s control. As a result, management is unable to provide outlook information on a GAAP basis.
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Results of Operations – Core Performance Measures
The following table presents selected highlights from our operations, excluding certain items (in millions, except per share
amounts) (1):
| Three months ended September 30, | % change | Nine months ended September 30, | % change | ||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 vs. 2025 | 2026 | 2025 | 2026 vs. 2025 | ||||||||||||||||||||||||||||||
| Core net sales | $ | 5,081 | $ | 4,272 | 19 | % | $ | 14,164 | $ | 11,996 | 18 | % | |||||||||||||||||||||||
| Core net income | $ | 795 | $ | 585 | 36 | % | $ | 2,087 | $ | 1,575 | 33 | % | |||||||||||||||||||||||
| Core earnings per share | $ | 0.91 | $ | 0.67 | 36 | % | $ | 2.40 | $ | 1.81 | 33 | % | |||||||||||||||||||||||
(1)Core performance measures for the comparative prior period as presented in the table above are the amounts as historically reported. The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct non-GAAP adjustments determined using different methodologies and reflect different foreign currency hedging approaches in the periods presented. Prior-period amounts have not been recast to the current-period presentation. Application of the current adjustment for hedged exposures in place of the prior constant-currency adjustment for the comparative 2025 periods would have resulted in higher year-over-year growth rates for core net sales, core net income and core earnings per share for the three and nine months ended September 30, 2026.
Core Net Sales
For the three months ended September 30, 2026, we generated core net sales of $5.1 billion compared to $4.3 billion for the same period in 2025. The increase in core net sales of $809 million was primarily driven by increased segment sales of $727 million in Optical Communications and $117 million in Solar. Net sales of reportable segments and Life Sciences and Emerging Growth Businesses are discussed in detail in the “Segment Analysis” section of our MD&A.
For the nine months ended September 30, 2026, we generated core net sales of $14.2 billion compared to $12.0 billion for the same period in 2025. The increase in core net sales of $2.2 billion was primarily driven by increased segment sales of $1.7 billion in Optical Communications and $488 million in Solar. Net sales of reportable segments and Life Sciences and Emerging Growth Businesses are discussed in detail in the “Segment Analysis” section of our MD&A.
Core Net Income
For the three months ended September 30, 2026, we generated core net income of $795 million compared to $585 million for the same period in 2025. The increase of $210 million was primarily due to higher segment net income of $237 million in Optical Communications, partially offset by increased variable compensation and higher costs to ramp up capacity in Solar. Net income of reportable segments and Life Sciences and Emerging Growth Businesses is discussed in detail in the “Segment Analysis” section of our MD&A.
For the nine months ended September 30, 2026, we generated core net income of $2.1 billion compared to $1.6 billion for the same period in 2025. The increase of $512 million was primarily due to higher segment net income of $614 million in Optical Communications, partially offset by increased variable compensation and higher costs to ramp up capacity in Solar. Net income of reportable segments and Life Sciences and Emerging Growth Businesses is discussed in detail in the “Segment Analysis” section of our MD&A.
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Core Earnings per Share
Core earnings per share increased for the three months ended September 30, 2026 to $0.91 per share, primarily as a result of the changes in core net income, described above.
Core earnings per share increased for the nine months ended September 30, 2026 to $2.40 per share, primarily as a result of the changes in core net income, described above.
The following table sets forth the computation of core earnings per share (in millions, except per share amounts):
| Three months ended September 30, | Nine months ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Core net income | $ | 795 | $ | 585 | $ | 2,087 | $ | 1,575 | |||||||||||||||
| Weighted-average common shares outstanding - basic | 863 | 856 | 861 | 855 | |||||||||||||||||||
| Effect of dilutive securities: | |||||||||||||||||||||||
| Stock options, awards and warrants | 8 | 12 | 9 | 15 | |||||||||||||||||||
| Weighted-average common shares outstanding - diluted | 871 | 868 | 870 | 870 | |||||||||||||||||||
| Core earnings per share | $ | 0.91 | $ | 0.67 | $ | 2.40 | $ | 1.81 | |||||||||||||||
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Reconciliation of Non-GAAP Measures
We utilize certain financial measures and key performance indicators that are not calculated in accordance with GAAP to assess our financial and operating performance. A non-GAAP financial measure is defined as a numerical measure of a company’s financial performance that (i) excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the comparable measure calculated and presented in accordance with GAAP in the consolidated statements of income or statements of cash flows, or (ii) includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the comparable measure as calculated and presented in accordance with GAAP in the consolidated statements of income or statements of cash flows.
Core net sales, core net income and core earnings per share are non-GAAP financial measures utilized by our management to analyze financial performance without the impact of items that are driven by general economic conditions and events that do not reflect the underlying fundamentals and trends in our operations.
Refer to “Items Adjusted from GAAP Measures” for the descriptions of the footnoted reconciling items.
The following tables reconcile our non-GAAP financial measures to their most directly comparable GAAP financial measure (amounts in millions, except percentages and per share amounts):
| Three months ended September 30, 2026 | |||||||||||||||||||||||||||||
| Net sales | Income before income taxes | Net income attributable to Corning Incorporated | Effective tax rate (a)(b) | Per Share | |||||||||||||||||||||||||
| As reported - GAAP | $ | 4,855 | $ | 968 | $ | 680 | 22.9 | % | $ | 0.78 | |||||||||||||||||||
Adjustment for hedged exposures (1) | 226 | 216 | 175 | 0.20 | |||||||||||||||||||||||||
Translation loss on foreign denominated debt, net (2) | 4 | 4 | 0.00 | ||||||||||||||||||||||||||
Translated earnings contract gain, net (3) | (138) | (106) | (0.12) | ||||||||||||||||||||||||||
Acquisition-related costs (4) | (1) | (1) | (0.00) | ||||||||||||||||||||||||||
Discrete tax items and other tax-related adjustments (5) | 45 | 0.05 | |||||||||||||||||||||||||||
Restructuring, impairment and other charges and credits (6) | 8 | (1) | (0.00) | ||||||||||||||||||||||||||
Pension mark-to-market adjustment (7) | (3) | (3) | (0.00) | ||||||||||||||||||||||||||
Loss on investments (8) | 4 | 3 | 0.00 | ||||||||||||||||||||||||||
Litigation, regulatory and other legal matters (9) | (1) | (1) | (0.00) | ||||||||||||||||||||||||||
| Core performance measures | $ | 5,081 | $ | 1,057 | $ | 795 | 18.5 | % | $ | 0.91 | |||||||||||||||||||
(a)Based upon statutory tax rates in the specific jurisdiction for each item.
(b)The calculation of the effective tax rate for GAAP and Core excludes net income attributable to non-controlling interest of approximately $66 million and $67 million, respectively.
| Three months ended September 30, 2025 | |||||||||||||||||||||||||||||
| Net sales | Income before income taxes | Net income attributable to Corning Incorporated | Effective tax rate (a)(b) | Per Share | |||||||||||||||||||||||||
| As reported - GAAP | $ | 4,100 | $ | 550 | $ | 430 | 14.5 | % | $ | 0.50 | |||||||||||||||||||
Constant-currency adjustment (1) | 172 | 157 | 111 | 0.13 | |||||||||||||||||||||||||
Translation gain on foreign denominated debt, net (2) | (4) | (4) | (0.00) | ||||||||||||||||||||||||||
Translated earnings contract gain, net (3) | (33) | (25) | (0.03) | ||||||||||||||||||||||||||
Acquisition-related costs (4) | 30 | 22 | 0.03 | ||||||||||||||||||||||||||
Discrete tax items and other tax-related adjustments (5) | (21) | (0.02) | |||||||||||||||||||||||||||
Restructuring, impairment and other charges and credits (6) | 16 | 12 | 0.01 | ||||||||||||||||||||||||||
Pension mark-to-market adjustment (7) | 12 | 9 | 0.01 | ||||||||||||||||||||||||||
Loss on investments (8) | 1 | 1 | 0.00 | ||||||||||||||||||||||||||
Litigation, regulatory and other legal matters (9) | 50 | 50 | 0.06 | ||||||||||||||||||||||||||
| Core performance measures | $ | 4,272 | $ | 779 | $ | 585 | 19.5 | % | $ | 0.67 | |||||||||||||||||||
(a)Based upon statutory tax rates in the specific jurisdiction for each item.
(b)The calculation of the effective tax rate for GAAP and Core excludes net income attributable to non-controlling interest of approximately $40 million and $41 million, respectively.
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| Nine months ended September 30, 2026 | |||||||||||||||||||||||||||||
| Net sales | Income before income taxes | Net income attributable to Corning Incorporated | Effective tax rate (a)(b) | Per Share | |||||||||||||||||||||||||
| As reported - GAAP | $ | 13,504 | $ | 2,146 | $ | 1,610 | 17.8 | % | $ | 1.85 | |||||||||||||||||||
Adjustment for hedged exposures (1) | 459 | 424 | 334 | 0.38 | |||||||||||||||||||||||||
Constant-currency adjustment (1) | 201 | 180 | 135 | 0.16 | |||||||||||||||||||||||||
Translation gain on foreign denominated debt, net (2) | (1) | 0.00 | |||||||||||||||||||||||||||
Translated earnings contract gain, net (3) | (212) | (162) | (0.19) | ||||||||||||||||||||||||||
Acquisition-related costs (4) | 70 | 51 | 0.06 | ||||||||||||||||||||||||||
Discrete tax items and other tax-related adjustments (5) | (4) | (0.00) | |||||||||||||||||||||||||||
Restructuring, impairment and other charges and credits (6) | 123 | 101 | 0.12 | ||||||||||||||||||||||||||
Pension mark-to-market adjustment (7) | 18 | 14 | 0.02 | ||||||||||||||||||||||||||
Loss on investments (8) | 23 | 22 | 0.03 | ||||||||||||||||||||||||||
Litigation, regulatory and other legal matters (9) | (1) | (1) | (0.00) | ||||||||||||||||||||||||||
Gain on sale of business (10) | (2) | (1) | (0.00) | ||||||||||||||||||||||||||
Gain on sale of assets (11) | (16) | (12) | (0.01) | ||||||||||||||||||||||||||
| Core performance measures | $ | 14,164 | $ | 2,752 | $ | 2,087 | 18.5 | % | $ | 2.40 | |||||||||||||||||||
(a)Based upon statutory tax rates in the specific jurisdiction for each item.
(b)The calculation of the effective tax rate for GAAP and Core excludes net income attributable to non-controlling interest of approximately $153 million and $156 million respectively.
| Nine months ended September 30, 2025 | |||||||||||||||||||||||||||||
| Net sales | Income before income taxes | Net income attributable to Corning Incorporated | Effective tax rate (a)(b) | Per Share | |||||||||||||||||||||||||
| As reported - GAAP | $ | 11,414 | $ | 1,374 | $ | 1,056 | 15.9 | % | $ | 1.21 | |||||||||||||||||||
Constant-currency adjustment (1) | 582 | 496 | 404 | 0.46 | |||||||||||||||||||||||||
Translation loss on foreign denominated debt, net (2) | 66 | 50 | 0.06 | ||||||||||||||||||||||||||
Translated earnings contract gain, net (3) | (63) | (48) | (0.06) | ||||||||||||||||||||||||||
Acquisition-related costs (4) | 89 | 65 | 0.07 | ||||||||||||||||||||||||||
Discrete tax items and other tax-related adjustments (5) | (56) | (0.06) | |||||||||||||||||||||||||||
Restructuring, impairment and other charges and credits (6) | 10 | 8 | 0.01 | ||||||||||||||||||||||||||
Pension mark-to-market adjustment (7) | 27 | 21 | 0.02 | ||||||||||||||||||||||||||
Litigation, regulatory and other legal matters (9) | 57 | 55 | 0.06 | ||||||||||||||||||||||||||
Loss on sale of business (10) | 11 | 7 | 0.01 | ||||||||||||||||||||||||||
Loss on sale of assets (11) | 5 | 4 | 0.00 | ||||||||||||||||||||||||||
Equity in losses of affiliated companies (12) | 12 | 9 | 0.01 | ||||||||||||||||||||||||||
| Core performance measures | $ | 11,996 | $ | 2,084 | $ | 1,575 | 19.5 | % | $ | 1.81 | |||||||||||||||||||
(a)Based upon statutory tax rates in the specific jurisdiction for each item.
(b)The calculation of the effective tax rate for GAAP and Core excludes net income attributable to non-controlling interest of approximately $99 million and $102 million, respectively.
Refer to “Items Adjusted from GAAP Measures” for the descriptions of the footnoted reconciling items.
35
Items Adjusted from GAAP Measures
Items adjusted from GAAP measures to arrive at core performance measures are as follows:
(1)Adjustment for hedged exposures: Effective April 1, 2026, the Company replaced its prior constant-currency adjustment with an adjustment for hedged exposures. Because a significant portion of the Company’s revenues and expenses are denominated in currencies other than the U.S. dollar, the Company maintains a foreign currency risk management program whereby it hedges its exposure to the Japanese yen, Mexican peso, Chinese yuan, South Korean won, euro and New Taiwan dollar. Management uses the adjustment for hedged exposures for the Optical Communications, Glass Innovations and Automotive segments to reflect the impact of that program, as applicable to each segment. The most significant adjustment relates to Japanese yen exposure within the Glass Innovations segment, which primarily impacts net sales.
The prior constant-currency adjustment and the current adjustment for hedged exposures are distinct non-GAAP adjustments determined using different methodologies. Under the prior methodology, management-determined rates were applied to all foreign currency exposures for which we were significantly hedged during the applicable period, even though we may have been less than 100% hedged. Under the current adjustment for hedged exposures, contractual hedge rates are applied only to the portion of exposure actually hedged during the applicable period, and the remaining unhedged exposure is reflected at the exchange rates included in the Company’s consolidated GAAP results. The prior-period amounts presented herein are the amounts as historically reported.
The table below presents the hedge rates used in calculating the adjustment for hedged exposures and the percentage of exposure hedged for the three and nine months ended September 30, 2026. Percentages are calculated relative to after-tax earnings exposure.
| Currency | Japanese yen | Mexican peso | Chinese yuan | South Korean won | Euro | New Taiwan dollar | ||||||||||||||
Three months ended September 30, 2026 | ||||||||||||||||||||
Hedge Rate | ¥120 | MX$21 | ¥6.8 | ₩1,266 | €0.87 | NT$31 | ||||||||||||||
| % of Exposure Hedged | 94% | 90% | 93% | 89% | 92% | 99% | ||||||||||||||
Nine months ended September 30, 2026 (1) | ||||||||||||||||||||
Hedge Rate | ¥120 | MX$21 | ¥6.9 | ₩1,262 | €0.88 | NT$31 | ||||||||||||||
| % of Exposure Hedged | 97% | 95% | 95% | 97% | 93% | 98% | ||||||||||||||
(1)Prior to April 1, 2026, the core rate methodology was applied to all relevant foreign exchange exposures; its effects are reflected in the hedge rates and percentages of exposures hedged for the nine months ended September 30, 2026, as discussed and presented below.
Constant-currency adjustment: Prior to April 1, 2026, the constant-currency rates used were as follows and were applied to all relevant foreign currency exposures during the three months ended March 31, 2026 and three and nine months ended September 30, 2025:
| Currency | Japanese yen | Mexican peso | Chinese yuan | South Korean won | Euro | New Taiwan dollar | ||||||||||||||
| Core Rate | ¥120 | MX$21 | ¥6.9 | ₩1,250 | €0.88 | NT$31 | ||||||||||||||
(2)Translation of foreign denominated debt, net: Amount reflects the gain or loss on the translation of our yen-denominated and euro-denominated debt to U.S. dollars, net of gains or losses on related derivative instruments.
(3)Translated earnings contract, net: Amount reflects the impact of the realized and unrealized gains and losses on our derivative instruments used to hedge Japanese yen, Mexican peso, Chinese yuan, South Korean won, euro and New Taiwan dollar foreign currency exposure related to translated earnings.
(4)Acquisition-related costs: Amount reflects intangible amortization, inventory valuation adjustments, contingent consideration adjustments and external acquisition-related deal costs, as well as other transaction related costs.
(5)Discrete tax items and other tax-related adjustments: Amount reflects certain discrete period tax items such as changes in tax law, the impact of tax audits, changes in tax reserves, changes in deferred tax asset valuation allowances and stock compensation windfall or shortfall, as well as other tax-related adjustments.
(6)Restructuring, impairment and other charges and credits: Amount reflects certain restructuring, impairment losses and other charges and credits, as well as other expenses, including severance, asset write-offs and facility repairs resulting from power outages, which are not related to ongoing operations.
(7)Pension mark-to-market adjustment: Amount primarily reflects defined benefit pension mark-to-market gains and losses, which arise from changes in actuarial assumptions and the difference between actual and expected returns on plan assets and discount rates.
36
(8)Loss on investments: Amount reflects the loss recognized on investments due to mark-to-market adjustments for the change in fair value or the disposition of an investment.
(9)Litigation, regulatory and other legal matters: Amount reflects developments in commercial litigation, intellectual property disputes, adjustments to our estimated liability for environmental-related items and other legal matters.
(10)Gain or loss on sale of business: Amount reflects the gain or loss recognized for the sale of a business, recorded in other expense, net, on the consolidated statements of income.
(11)Gain or loss on sale of assets: Amount represents the gain or loss recognized for the sale of assets, recorded in cost of sales, on the consolidated statements of income.
(12)Equity in losses of affiliated companies: Amount reflects costs not related to continuing operations of affiliated companies, such as restructuring, impairment losses, inventory adjustments, and other charges and credits.
37
LIQUIDITY AND CAPITAL RESOURCES
Our financial condition and liquidity are strong. We are not aware of any known trends, demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in a material decrease in our liquidity. In addition, other than items discussed, there are no known material trends, favorable or unfavorable, in our capital resources and no expected material changes in the mix of such resources.
Our major sources of funding for 2026 and beyond will be our operating cash flow, our existing balances of cash and cash equivalents and proceeds from any issuances of securities. We believe we have sufficient liquidity to fund operations and meet our obligations for the foreseeable future. Such obligations may include requirements for acquisitions, capital expenditures, debt repayments, dividend payments and share repurchases. We will continue to generate cash from operations and maintain access to our revolving credit facility and commercial paper programs as discussed in more detail below.
Key Balance Sheet Data
We fund our working capital with cash from operations and, periodically, short-term and long-term borrowings. In addition, from time to time, we receive upfront cash from customers relating to long-term supply agreements, as well as cash incentives or tax credits from government entities primarily for capital expansion projects or for production related operating expenses.
The following table presents balance sheet and working capital measures (in millions):
| September 30, 2026 | December 31, 2025 | ||||||||||
| Working capital | $ | 4,757 | $ | 3,308 | |||||||
| Current ratio | 1.7:1 | 1.6:1 | |||||||||
| Trade accounts receivable, net of doubtful accounts | $ | 3,101 | $ | 2,779 | |||||||
| Days sales outstanding | 57 | 60 | |||||||||
| Inventories | $ | 3,646 | $ | 3,077 | |||||||
| Inventory turns | 3.3 | 3.3 | |||||||||
Days payable outstanding (1) | 71 | 63 | |||||||||
| Long-term debt | $ | 7,267 | $ | 7,630 | |||||||
| Total debt | $ | 8,200 | $ | 8,434 | |||||||
| Total debt to total capital | 36 | % | 41 | % | |||||||
(1)Includes trade payables only.
We perform comprehensive reviews of our significant customers and their creditworthiness by analyzing their financial strength at least annually or more frequently for customers where we have identified a measure of increased risk. We closely monitor payments and developments to identify potential customer credit issues. We are not aware of any customer credit issues that could have a material impact on our liquidity.
We utilize ongoing non-recourse factoring and customer supply chain financing programs to accelerate the collection of certain receivables, as needed. Sales of accounts receivable are reflected as a reduction of accounts receivable on the consolidated balance sheets and the proceeds are included in cash flows from operating activities in the consolidated statements of cash flows. As of September 30, 2026 and 2025, approximately $442 million and $277 million, respectively, of receivables had been sold or collected earlier than their contractual payment terms, compared with none as of December 31, 2025 and $182 million as of December 31, 2024. These amounts would have been collected during the normal course of business in the following quarter. Related servicing fees were not material.
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Cash Flows
The following table presents a summary of cash flow data (in millions):
| Nine months ended September 30, | |||||||||||
| 2026 | 2025 | ||||||||||
| Net cash provided by operating activities | $ | 3,140 | $ | 1,643 | |||||||
| Net cash used in investing activities | $ | (1,005) | $ | (765) | |||||||
| Net cash used in financing activities | $ | (1,167) | $ | (1,020) | |||||||
Net cash provided by operating activities for the nine months ended September 30, 2026 improved when compared to the same period in the prior year, primarily driven by higher net income and the receipt of an upfront customer deposit of $1.0 billion, related to a long-term supply agreement.
Net cash used in investing activities for the nine months ended September 30, 2026 increased by $240 million when compared to the same period last year, primarily driven by increased capital expenditures of $449 million, partially offset by higher realized gains on our translated earnings contracts of $231 million.
Net cash used in financing activities for the nine months ended September 30, 2026 increased by $147 million when compared to the same period last year, primarily driven by incremental debt payments of $679 million and increased payments for employee withholding tax on stock awards of $207 million, partially offset by $500 million in proceeds from the issuance of a pre-funded warrant and a $164 million increase in proceeds from the issuance of debt and short-term borrowings.
As of September 30, 2026, our cash and cash equivalents and available credit capacity included (in millions):
| September 30, 2026 | |||||
| Cash and cash equivalents | $ | 2,537 | |||
| Available credit capacity: | |||||
| U.S. dollar revolving credit facility | $ | 1,500 | |||
Cash and Cash Equivalents
As of September 30, 2026, we had $2.5 billion of cash and cash equivalents. Our cash and cash equivalents are held in various locations throughout the world and are generally unrestricted. We utilize a variety of strategies to ensure that our worldwide cash is available in the locations in which it is needed. As of September 30, 2026, approximately 66% of the consolidated cash and cash equivalents were held outside the U.S.
Certain of our foreign earnings are indefinitely reinvested. Although a significant portion of our cash and cash equivalents is held outside the U.S., we manage our worldwide liquidity to provide sufficient funds in the locations in which they are needed. Our ability to access cash held by foreign subsidiaries may be subject to withholding taxes and other considerations associated with transferring funds across jurisdictions. We expect to repatriate certain foreign earnings to the U.S. for which we do not assert indefinite reinvestment, based on our anticipated liquidity needs. Certain other foreign earnings remain indefinitely reinvested.
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Debt Facilities and Other Sources of Liquidity
We have a commercial paper program pursuant to which we may issue short-term, unsecured commercial paper notes up to a maximum aggregate principal amount outstanding at any one time of $1.5 billion. Under this program, we may issue commercial paper from time to time and will use the proceeds for general corporate purposes. As of September 30, 2026, we did not have any commercial paper outstanding.
We have a revolving credit facility (the “Revolving Credit Facility”) available to support obligations under the commercial paper program and for general corporate purposes, if needed. The Revolving Credit Facility provides a committed $1.5 billion in unsecured multi-currency line of credit and expires July 28, 2030. As of September 30, 2026, there were no outstanding amounts under the Revolving Credit Facility.
The agreement governing the Revolving Credit Facility includes affirmative and negative covenants with which we must comply, including a leverage (debt to capital ratio) financial covenant. As of September 30, 2026, we were in compliance with all such covenants. The required leverage ratio is a maximum of 60%. As of September 30, 2026, our leverage using this measure was approximately 36%.
Our debt instruments contain customary event of default provisions, which allow the lenders the option of accelerating all obligations upon the occurrence of certain events. In addition, some of our debt instruments contain a cross default provision, whereby an uncured default exceeding a specified amount on one debt obligation, also would be considered a default under the terms of another debt instrument. As of September 30, 2026, we were in compliance with all such provisions.
As a well-known seasoned issuer, we filed an automatic shelf registration statement with the SEC on April 24, 2026. Under this shelf registration statement we may offer, from time to time, debt securities, common stock, preferred stock, depository shares and warrants.
On September 11, 2026, the Company entered into an Equity Distribution Agreement whereby it has the ability to, from time to time, sell up to $2.0 billion of its common stock through an “at the market” (“ATM”) equity offering program. No shares were sold under the ATM program during the three months ended September 30, 2026.
Refer to Note 10 (Debt) in the notes to the consolidated financial statements within the 2025 Form 10-K as well as Note 6 (Debt) and Note 12 (Shareholders’ Equity) in the accompanying notes to the consolidated financial statements for additional information.
Customer Deposits, Deferred Revenue and Government Incentives
We receive cash deposits or consideration, generally non-refundable, from customers under long-term supply agreements. In addition, we receive government incentives, typically in the form of cash incentives or tax credits primarily for capital expansion projects or for production related operating expenses.
Refer to Note 1 (Summary of Significant Accounting Policies) and Note 4 (Revenue) in the notes to the consolidated financial statements within the 2025 Form 10-K as well as Note 2 (Revenue) in the accompanying notes to the consolidated financial statements for additional information.
Uses of Cash
Share Repurchase Agreement
Pursuant to the Share Repurchase Agreement (“SRA”) with Samsung Display Co., Ltd. (“SDC”), 22 million common shares held by SDC can be offered to be sold to Corning in specified tranches from time to time in calendar years 2024 through 2027. Corning may, at its sole discretion, elect to repurchase such common shares. If Corning elects not to repurchase the common shares and SDC sells the common shares on the open market, Corning is required to pay SDC a make-whole payment, subject to a 5% cap of the repurchase proceeds that otherwise would have been paid by Corning. As of September 30, 2026, the fair value of the liability associated with this option, measured using Level 2 inputs, was not material.
Refer to Note 16 (Shareholders’ Equity) in the notes to the consolidated financial statements within the 2025 Form 10-K for additional information.
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Share Repurchase Program
In 2019, the Board authorized the repurchase of up to $5.0 billion of additional common stock (“2019 Authorization”).
As of September 30, 2026, approximately $3.0 billion remains available under our 2019 Authorization, which does not have an expiration date and may be amended or terminated by the Board of Directors at any time without prior notice.
Refer to Note 12 (Shareholders’ Equity) in the accompanying notes to the consolidated financial statements for additional information.
Common Stock Dividends
The Board’s decision to declare and pay future dividends will depend on our income and liquidity position, among other factors. We expect to declare quarterly dividends and fund payments with cash from operations.
Refer to Note 12 (Shareholders’ Equity) in the accompanying notes to the consolidated financial statements for additional information.
Capital Expenditures
Capital expenditures were $1.3 billion for the nine months ended September 30, 2026. We expect our 2026 full year capital expenditures to increase to approximately $2.0 billion.
Current Maturities of Short and Long-Term Debt
As of September 30, 2026, we had $0.9 billion of long-term debt and short-term borrowings that is due in less than one year. Management monitors these upcoming maturities as part of its broader liquidity planning process and expects to settle them through a combination of cash generated from operations, existing cash balances, committed credit capacity, and, where appropriate, refinancing transactions. The Company’s liquidity needs and the timing of any financing activities may be influenced by, among other things, market conditions, interest rates, and the availability of acceptable terms.
Refer to Note 10 (Debt) in the notes to the consolidated financial statements within the 2025 Form 10-K for additional information, including a summary of our debt maturities by year, and Note 6 (Debt) in the accompanying notes to the consolidated financial statements.
Defined Benefit Pension Plans
Our global pension plans, including our unfunded and non-qualified plans, were 85% funded as of December 31, 2025. Our largest single pension plan is our U.S. qualified plan, which accounted for 77% of our consolidated defined benefit pension plans’ projected benefit obligation, was 97% funded as of December 31, 2025. The funded status of our pension plans is dependent upon multiple factors including actuarial assumptions, interest rates at year-end, prior investment returns and contributions made to the plans.
In 2026, the Company anticipates making voluntary cash contributions of $40 million to our domestic defined benefit pension plan and $9 million to the international pension plans.
Refer to Note 11 (Employee Retirement Plans) in the notes to the consolidated financial statements within the 2025 Form 10-K for additional information.
Commitments, Contingencies and Guarantees
There were no material changes outside the ordinary course of business in the obligations disclosed in Note 12 (Commitments and Contingencies and Guarantees) in the notes to the consolidated financial statements within the 2025 Form 10-K. A summary of details of our commitments related to executed leases that have not yet commenced are included within Note 8 (Leases) in the notes to the consolidated financial statements within the 2025 Form 10-K and Note 4 (Leases) in the accompanying notes to the consolidated financial statements.
Off Balance Sheet Arrangements
There were no material changes outside the ordinary course of business in off balance sheet arrangements as disclosed in the 2025 Form 10-K under the caption “Off Balance Sheet Arrangements.”
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ENVIRONMENT
Refer to Item 1. Legal Proceedings or Note 8 (Commitments and Contingencies) in the accompanying notes to the consolidated financial statements for information.
CRITICAL ACCOUNTING ESTIMATES
Our consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America. This requires us to make estimates and assumptions that affect reported amounts and related disclosures. Actual results could differ from those estimates. The estimates that are considered by management to be the most critical to the understanding of the consolidated financial statements as they require significant judgments that could materially impact our results of operations, financial position and cash flows are described in Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s 2025 Form 10-K. Since the date of the Company’s most recent Annual Report, there were no material changes in the Company’s critical accounting estimates or assumptions.
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FORWARD-LOOKING STATEMENTS
The statements in this Quarterly Report on Form 10-Q, in reports subsequently filed by Corning with the Securities and Exchange Commission (“SEC”) on Forms 10-Q and 8-K and related comments by management that are not historical facts or information and contain words such as “will,” “believe,” “anticipate,” “expect,” “intend,” “plan,” “seek,” “see,” “would,” “target,” “estimate,” “forecast” or similar expressions are forward-looking statements. Such statements relate to future events that by their nature address matters that are, to different degrees, uncertain. These forward-looking statements relate to, among other things, the Company’s Springboard plan, projected financial and operating performance, anticipated sales opportunities, long-term growth strategy, expected capital deployment, innovation and commercialization plans, and anticipated impacts of customer agreements.
Although the Company believes that these forward-looking statements are based upon reasonable assumptions regarding, among other things, current estimates and forecasts, general economic conditions, its knowledge of its business and key performance indicators that impact the Company, there can be no assurance that these forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities laws.
Some of the risks, uncertainties and other factors that could cause actual results to differ materially from those expressed in or implied by the forward-looking statements include, but are not limited to:
-global economic trends, competition and geopolitical risks, or an escalation of sanctions, tariffs or other trade tensions between the U.S. and other countries, and related impacts on our businesses’ global supply chains and strategies;
-changes in macroeconomic and market conditions and market volatility, including developments and volatility arising from health crisis events, inflation, interest rates, the value of securities and other financial assets, precious metals, oil, natural gas, raw materials and other commodity prices and exchange rates (particularly between the U.S. dollar and the Japanese yen, Mexican peso, Chinese yuan, South Korean won, euro and New Taiwan dollar), decreases or sudden increases of consumer demand, and the impact of such changes and volatility on our financial position and businesses;
-the availability of or adverse changes relating to government grants, tax credits or other government incentives;
-the duration and severity of health crisis events, such as an epidemic or pandemic, and its impact across our businesses on demand, personnel, operations, our global supply chains and stock price;
-possible disruption in commercial activities or our supply chain due to terrorist activity, cyber-attack, armed conflict, political or financial instability, natural disasters, international trade disputes or major health concerns;
-loss of intellectual property due to theft, cyber-attack, or disruption to our information technology infrastructure;
-ability to enforce patents and protect intellectual property and trade secrets;
-disruption to Corning’s, our suppliers’ and manufacturers’ supply chain, equipment, facilities, IT systems or operations;
-product demand and industry capacity;
-competitive products and pricing;
-availability and costs of critical components, materials, equipment, natural resources and utilities;
-new product development and commercialization;
-our solar business development, including manufacturing facility construction, ramp, and operations, and the achievement of solar revenue and profitability targets;
-order activity and demand from major customers;
-the amount and timing of our cash flows and earnings and other conditions, which may affect our ability to pay our quarterly dividend at the planned level or to repurchase shares at planned levels;
-the amount and timing of any future dividends;
-the effects of acquisitions, dispositions and other similar transactions;
-the effect of regulatory and legal developments;
-ability to pace capital spending to anticipated levels of customer demand;
-our ability to increase margins through implementation of operational changes, pricing actions and cost reduction measures;
-rate of technology change;
-adverse litigation;
-product and component performance issues;
-retention of key personnel;
-customer ability to maintain profitable operations and obtain financing to fund ongoing operations and manufacturing expansions and pay receivables when due;
-loss of significant customers;
-changes in tax laws, regulations and international tax standards;
-the impacts of audits by taxing authorities; and
-the potential impact of legislation, government regulations, and other government action and investigations.
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Item 3. Quantitative and Qualitative Disclosures About Market Risk
As noted in the 2025 Form 10-K, we operate and conduct business in many foreign countries and as a result are exposed to movements in foreign currency exchange rates. Our exposure to exchange rates has the following effects:
•Exchange rate movements on financial instruments and transactions denominated in foreign currencies that impact earnings; and
•Exchange rate movements upon conversion of net assets and net income of foreign subsidiaries for which the functional currency is not the U.S. dollar.
For a discussion of the Company’s exposure to market risk and how we mitigate that risk, refer to Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risks, contained in the 2025 Form 10-K. There have been no material changes in our market risk exposure since the disclosures in our 2025 Form 10‑K.
Item 4. Controls and Procedures
Disclosure Controls and Procedures
Under the supervision of and with the participation of Corning’s management, including the chief executive officer and chief financial officer, we evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of September 30, 2026, the end of the period covered by this report. Based on that evaluation, we have concluded that the Company’s disclosure controls and procedures were effective as of that date. Corning’s disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by Corning in the reports that it files or submits under the Exchange Act is accumulated and communicated to Corning’s management, including Corning’s principal executive and principal financial officers, or other persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Internal Control Over Financial Reporting
An evaluation of internal controls over financial reporting was performed to determine whether any changes have occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting. The chief executive officer and chief financial officer concluded that there was no change in Corning’s internal control over financial reporting that materially affected, or is reasonably likely to materially affect, internal control over financial reporting.
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PART II
Item 1. Legal Proceedings
Corning is a defendant in various lawsuits and is subject to various claims that arise in the normal course of business, the most significant of which are summarized in Note 8 (Commitments and Contingencies) in the accompanying notes to the consolidated financial statements. In the opinion of management, the likelihood that the ultimate disposition of these matters will have a material adverse effect on the Company’s consolidated financial position, liquidity or results of operations, is remote.
Item 1A. Risk Factors
In addition to other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A. Risk Factors in Corning’s 2025 Form 10-K, which could materially impact the Company’s business, financial condition or future results. You should also carefully read the section entitled “Forward-Looking Statements” included herein. These described risks are not the only risks facing the Company. There may be other unknown or unpredictable economic, business, competitive, regulatory or other factors that could have material adverse effects on our future results. Any such additional risks and uncertainties not currently known to us or that we currently deem immaterial may materially adversely impact Corning’s business, financial condition or operating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
This table provides information about purchases of common stock during the third quarter of 2026:
Issuer Purchases of Equity Securities
| Period | Total number of shares purchased (1) | Average price paid per share (2) | Number of shares purchased as part of publicly announced programs | Approximate dollar value of shares that may be purchased under the publicly announced programs | |||||||||||||||||||
| July 1-31, 2026 | 17,306 | $ | 178.94 | ||||||||||||||||||||
| August 1-31, 2026 | 16,634 | 147.69 | |||||||||||||||||||||
| September 1-30, 2026 | 11,475 | 154.38 | |||||||||||||||||||||
| Total | 45,415 | $ | 161.29 | — | $ | 2,972,667,460 | |||||||||||||||||
(1)This column reflects: (i) 22,122 shares of common stock related to the vesting of employee restricted stock units; (ii) 21,139 shares of common stock related to the vesting of employee restricted stock; and (iii) 2,154 shares of common stock related to the vesting of employee performance stock units.
(2)Represents the stock price at the time of surrender.
Item 5. Other Information
During the three months ended September 30, 2026, none of our Section 16 reporting persons adopted terminated
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Item 6. Exhibits
| (a) | Exhibits | ||||||||||
| Exhibit Number | Exhibit Name | ||||||||||
| 101.INS | Inline XBRL Instance Document | ||||||||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | ||||||||||
| 101.CAL | Inline XBRL Taxonomy Calculation Linkbase Document | ||||||||||
| 101.LAB | Inline XBRL Taxonomy Label Linkbase Document | ||||||||||
| 101.PRE | Inline XBRL Taxonomy Presentation Linkbase Document | ||||||||||
| 101.DEF | Inline XBRL Taxonomy Definition Document | ||||||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||||||||
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Signatures
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| CORNING INCORPORATED | ||||||||
| Registrant | ||||||||
Date: October 29, 2026 | By | /s/ Stefan Becker | ||||||
| Stefan Becker | ||||||||
| Senior Vice President and Corporate Controller | ||||||||
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Exhibit 31.1
CHIEF EXECUTIVE OFFICER CERTIFICATION
I, Wendell P. Weeks, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Corning Incorporated;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
October 29, 2026
| /s/ Wendell P. Weeks | |||||
| Wendell P. Weeks Chairman and Chief Executive Officer & President (Principal Executive Officer) | |||||
Exhibit 31.2
CHIEF FINANCIAL OFFICER CERTIFICATION
I, Edward A. Schlesinger, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Corning Incorporated;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
October 29, 2026
| /s/ Edward A. Schlesinger | |||||
| Edward A. Schlesinger Executive Vice President and Chief Financial Officer (Principal Financial Officer) | |||||
Exhibit 32
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Corning Incorporated (the Company) on Form 10-Q for the period ended September 30, 2026, as filed with the Securities and Exchange Commission on the date hereof (the Report), we, Wendell P. Weeks, Chairman and Chief Executive Officer & President and Edward A. Schlesinger, Executive Vice President and Chief Financial Officer, of the Company, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:
(1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: October 29, 2026
| /s/ Wendell P. Weeks | |||||
| Wendell P. Weeks Chairman and Chief Executive Officer & President | |||||
| /s/ Edward A. Schlesinger | |||||
| Edward A. Schlesinger Executive Vice President and Chief Financial Officer | |||||