# RBC Bearings INC (RBC)

Informational only - not investment advice.

CIK: 0001324948
SIC: 3562 Ball & Roller Bearings
SIC breadcrumb: [Manufacturing](/division/D/) > [Industrial And Commercial Machinery And Computer Equipment](/major-group/35/) > [SIC 3562 Ball & Roller Bearings](/industry/3562/)
Latest 10-K filed: 2026-05-15
SEC page: https://www.sec.gov/edgar/browse/?CIK=1324948
Filing source: https://www.sec.gov/Archives/edgar/data/1324948/000121390026057626/ea0288814-10k_rbcbear.htm

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 1870900000 | USD | 2026 | 2026-05-15 |
| Net income | 287600000 | USD | 2026 | 2026-05-15 |
| Assets | 5122700000 | USD | 2026 | 2026-05-15 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-15. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001324948.json. Derived margins are computed from the extracted annual SEC facts.

| Metric | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | 2026 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue | 615,388,000 | 674,949,000 | 702,516,000 | 727,461,000 | 609,000,000 | 942,900,000 | 1,469,300,000 | 1,560,300,000 | 1,636,300,000 | 1,870,900,000 |
| Net income | 70,623,000 | 87,141,000 | 105,193,000 | 120,350,000 | 90,100,000 | 54,700,000 | 166,700,000 | 209,900,000 | 246,200,000 | 287,600,000 |
| Operating income | 114,586,000 | 128,774,000 | 132,035,000 | 149,367,000 | 114,600,000 | 121,100,000 | 293,000,000 | 342,200,000 | 369,900,000 | 421,000,000 |
| Gross profit | 230,211,000 | 258,537,000 | 276,653,000 | 289,103,000 | 234,100,000 | 357,100,000 | 604,800,000 | 670,500,000 | 726,100,000 | 830,200,000 |
| Diluted EPS | 2.97 | 3.58 | 4.26 | 4.81 | 3.58 | 1.56 | 4.94 | 6.41 | 7.70 | 9.09 |
| Assets | 1,108,847,000 | 1,142,751,000 | 1,147,367,000 | 1,321,912,000 | 1,434,260,000 | 4,845,400,000 | 4,690,400,000 | 4,678,600,000 | 4,685,200,000 | 5,122,700,000 |
| Liabilities | 391,803,000 | 308,199,000 | 178,801,000 | 203,913,000 | 202,162,000 | 2,472,900,000 | 2,154,500,000 | 1,926,700,000 | 1,653,800,000 | 1,761,700,000 |
| Stockholders' equity | 717,044,000 | 834,552,000 | 971,688,000 | 1,122,900,000 | 1,232,100,000 | 2,372,500,000 | 2,535,900,000 | 2,751,900,000 | 3,031,400,000 | 3,361,000,000 |
| Cash and cash equivalents | 38,923,000 | 54,163,000 | 29,884,000 | 103,255,000 | 151,086,000 | 182,900,000 | 65,400,000 | 63,500,000 | 36,800,000 | 57,300,000 |
| Net margin | 11.48% | 12.91% | 14.97% | 16.54% | 14.79% | 5.80% | 11.35% | 13.45% | 15.05% | 15.37% |
| Operating margin | 18.62% | 19.08% | 18.79% | 20.53% | 18.82% | 12.84% | 19.94% | 21.93% | 22.61% | 22.50% |

## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-15. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001324948.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q1 | 2021-07-03 |  |  | 1.03 | reported discrete quarter |
| 2022-Q3 | 2022-01-01 |  |  | -0.20 | reported discrete quarter |
| 2023-Q3 | 2022-10-01 |  | 43,802,000 |  | reported discrete quarter |
| 2023-Q3 | 2022-12-31 | 351,625,000 |  | 1.05 | reported discrete quarter |
| 2023-Q4 | 2023-04-01 | 394,428,000 | 49,196,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2023-Q1 | 2023-07-01 |  |  | 1.52 | reported discrete quarter |
| 2023-Q2 | 2023-09-30 |  |  | 1.58 | reported discrete quarter |
| 2024-Q3 | 2023-09-30 |  | 51,700,000 |  | reported discrete quarter |
| 2024-Q3 | 2023-12-30 | 373,900,000 |  | 1.39 | reported discrete quarter |
| 2024-Q4 | 2024-03-30 | 413,700,000 | 61,600,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2024-06-29 | 406,300,000 | 61,400,000 | 1.90 | reported discrete quarter |
| 2025-Q2 | 2024-06-29 |  | 61,400,000 |  | reported discrete quarter |
| 2025-Q3 | 2024-09-28 |  | 54,200,000 |  | reported discrete quarter |
| 2025-Q2 | 2024-09-28 | 397,900,000 |  | 1.65 | reported discrete quarter |
| 2025-Q3 | 2024-12-28 | 394,400,000 |  | 1.82 | reported discrete quarter |
| 2025-Q4 | 2025-03-29 | 437,700,000 | 72,700,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2025-06-28 | 436,000,000 | 68,500,000 | 2.17 | reported discrete quarter |
| 2026-Q2 | 2025-06-28 |  | 68,500,000 |  | reported discrete quarter |
| 2026-Q3 | 2025-09-27 |  | 60,000,000 |  | reported discrete quarter |
| 2026-Q2 | 2025-09-27 | 455,300,000 |  | 1.90 | reported discrete quarter |
| 2026-Q3 | 2025-12-27 | 461,600,000 |  | 2.13 | reported discrete quarter |
| 2026-Q4 | 2026-03-28 | 518,000,000 | 91,700,000 |  | derived Q4 = FY annual - nine-month YTD |

## Macro Cross-References
- [CPIAUCSL](/indicator/CPIAUCSL/): Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- [UNRATE](/indicator/UNRATE/): Unemployment Rate
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DFEDTARU](/indicator/DFEDTARU/): Federal Funds Target Range - Upper Limit
- [DFEDTARL](/indicator/DFEDTARL/): Federal Funds Target Range - Lower Limit
- [DGS3MO](/indicator/DGS3MO/): Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- [DGS2](/indicator/DGS2/): Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [DGS30](/indicator/DGS30/): Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- [T10Y2Y](/indicator/T10Y2Y/): 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- [CPILFESL](/indicator/CPILFESL/): Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- [CPIUFDSL](/indicator/CPIUFDSL/): Consumer Price Index for All Urban Consumers: Food
- [CPIENGSL](/indicator/CPIENGSL/): Consumer Price Index for All Urban Consumers: Energy
- [CUSR0000SAH1](/indicator/CUSR0000SAH1/): Consumer Price Index for All Urban Consumers: Shelter
- [PCEPI](/indicator/PCEPI/): Personal Consumption Expenditures: Chain-type Price Index
- [PCEPILFE](/indicator/PCEPILFE/): Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities
- [T10YIE](/indicator/T10YIE/): 10-Year Breakeven Inflation Rate
- [U6RATE](/indicator/U6RATE/): Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CIVPART](/indicator/CIVPART/): Labor Force Participation Rate
- [EMRATIO](/indicator/EMRATIO/): Employment-Population Ratio
- [UNEMPLOY](/indicator/UNEMPLOY/): Unemployed
- [CE16OV](/indicator/CE16OV/): Employment Level
- [ICSA](/indicator/ICSA/): Initial Claims
- [JTSJOL](/indicator/JTSJOL/): Job Openings: Total Nonfarm
- [JTSQUR](/indicator/JTSQUR/): Quits: Total Nonfarm
- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [A191RL1Q225SBEA](/indicator/A191RL1Q225SBEA/): Real Gross Domestic Product: Percent Change from Preceding Period
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [HOUST](/indicator/HOUST/): New Privately-Owned Housing Units Started: Total Units
- [PERMIT](/indicator/PERMIT/): New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- [RSAFS](/indicator/RSAFS/): Advance Retail Sales: Retail Trade
- [PCE](/indicator/PCE/): Personal Consumption Expenditures
- [DSPIC96](/indicator/DSPIC96/): Real Disposable Personal Income
- [PSAVERT](/indicator/PSAVERT/): Personal Saving Rate
- [M2SL](/indicator/M2SL/): M2
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance
- [MSPUS](/indicator/MSPUS/): Median Sales Price of Houses Sold for the United States
- [HSN1F](/indicator/HSN1F/): New One Family Houses Sold: United States
- [RHORUSQ156N](/indicator/RHORUSQ156N/): Homeownership Rate in the United States
- [TTLCONS](/indicator/TTLCONS/): Total Construction Spending: Total Construction in the United States
- [RRVRUSQ156N](/indicator/RRVRUSQ156N/): Rental Vacancy Rate in the United States
- [TOTALSL](/indicator/TOTALSL/): Total Consumer Credit Owned and Securitized
- [REVOLSL](/indicator/REVOLSL/): Revolving Consumer Credit Owned and Securitized
- [DRCCLACBS](/indicator/DRCCLACBS/): Delinquency Rate on Credit Card Loans, All Commercial Banks
- [GDP](/indicator/GDP/): Gross Domestic Product
- [GPDI](/indicator/GPDI/): Gross Private Domestic Investment
- [GCE](/indicator/GCE/): Government Consumption Expenditures and Gross Investment
- [PCEC](/indicator/PCEC/): Personal Consumption Expenditures
- [NETEXP](/indicator/NETEXP/): Net Exports of Goods and Services
- [GFDEBTN](/indicator/GFDEBTN/): Federal Debt: Total Public Debt
- [GFDEGDQ188S](/indicator/GFDEGDQ188S/): Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- [FYFSD](/indicator/FYFSD/): Federal Surplus or Deficit
- [FGRECPT](/indicator/FGRECPT/): Federal Government Current Receipts
- [FGEXPND](/indicator/FGEXPND/): Federal Government: Current Expenditures
- [MANEMP](/indicator/MANEMP/): All Employees, Manufacturing
- [USCONS](/indicator/USCONS/): All Employees, Construction
- [USTRADE](/indicator/USTRADE/): All Employees, Retail Trade
- [USFIRE](/indicator/USFIRE/): All Employees, Financial Activities
- [USGOVT](/indicator/USGOVT/): All Employees, Government
- [AWHAETP](/indicator/AWHAETP/): Average Weekly Hours of All Employees, Total Private
- [DGORDER](/indicator/DGORDER/): Manufacturers' New Orders: Durable Goods
- [NEWORDER](/indicator/NEWORDER/): Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- [BUSINV](/indicator/BUSINV/): Total Business Inventories
- [EXPGS](/indicator/EXPGS/): Exports of Goods and Services
- [IMPGS](/indicator/IMPGS/): Imports of Goods and Services
- [IR](/indicator/IR/): Import Price Index (End Use): All Commodities
- [PPIFIS](/indicator/PPIFIS/): Producer Price Index by Commodity: Final Demand

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/1324948/000121390026012732/ea0273640-10q_rbcbear.htm

Extracted between Part I Item 2 and the next Item 3/4 or Part II heading after HTML sanitization.
Confidence: high
Filing date: 2026-02-05
Report date: 2025-12-27

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

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

Cautionary Statement as to Forward-Looking
Information

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

The information in this discussion
contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of
the Securities Exchange Act of 1934 which are subject to the “safe harbor” created by those sections. All statements, other
than statements of historical facts, included in this quarterly report on Form 10-Q regarding our strategy, future operations, future
financial position, future revenues, projected costs, prospects and plans and objectives of management are “forward-looking statements”
as the term is defined in the Private Securities Litigation Reform Act of 1995.

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

22

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

Overview

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

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

●

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

●

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

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

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

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

●

Developing
innovative solutions. By leveraging our design and manufacturing expertise and our
extensive customer relationships, we continue to develop new products for markets in which
there are substantial growth opportunities.

●

Expanding
customer base and penetrating end markets. We continually seek opportunities to access
new customers, geographic locations and bearing platforms with existing products or profitable
new product opportunities.

23

●

Increasing
aftermarket sales. We believe that increasing our aftermarket sales of replacement
parts will further enhance the continuity and predictability of our revenues and enhance
our profitability. Such sales include sales to third party distributors, and sales to OEMs
for replacement products and aftermarket services. We can further increase the percentage
of our revenues derived from the replacement market by continuing to implement several initiatives.

●

Pursuing selective acquisitions.
The acquisition of businesses that complement or expand our operations has been and
continues to be an important element of our business strategy. We believe that there will
continue to be consolidation within the industry that may present us with acquisition opportunities.

We have demonstrated expertise in acquiring
and integrating bearing and precision engineered component manufacturers that have complementary products or distribution channels a

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A

Extracted between Item 7 and the next Item 7A/8 heading after HTML sanitization.
Confidence: high

ITEM
7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The
financial and business analysis below provides information that we believe is relevant to an assessment and understanding of our consolidated
financial position, results of operations and cash flows. This financial and business analysis should be read in conjunction with the
consolidated financial statements and related notes. All references to “Notes” in this Item 7 refer to the “Notes to
Consolidated Financial Statements” included in Item 8 of this Annual Report on Form 10-K.

The
following discussion contains statements reflecting our views about our future performance that constitute “forward-looking statements”
within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. See the information provided
in Part I, Item 1A. “Risk Factors” of this Annual Report on Form 10-K under the heading “Cautionary Statement as to
Forward-Looking Information.”

General

We
are a well-known international manufacturer of highly engineered precision bearings, components and essential systems for the
Aerospace & Defense and Industrial markets. Our precision solutions are integral to the manufacture and operation of most
machines and mechanical systems, reduce wear to moving parts, facilitate proper power transmission, and reduce damage and energy
loss caused by friction. While we manufacture products in all major bearing categories, we focus primarily on the higher end of the
bearing market where we believe our value-added manufacturing and engineering capabilities enable us to differentiate ourselves from
our competitors and enhance profitability. We believe our unique expertise has enabled us to garner leading positions in many of the
product markets in which we primarily compete. With 65 facilities in 11 countries, of which 44 are manufacturing facilities, we have
been able to significantly broaden our end markets, products, customer base and geographic reach. We have a fiscal year consisting
of 52 or 53 weeks, ending on the Saturday closest to March 31. Based on this policy, fiscal 2026 had 52 weeks and fiscal 2025
had 52 weeks.

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

●

Aerospace
& Defense. This segment represents the end markets for the Company’s highly
engineered bearings and precision components used in commercial aerospace, defense aerospace,
defense marine, defense ground vehicles, missiles and guided munitions, and space and satellite
applications.

●

Industrial.
This segment represents the end markets for the Company’s highly engineered
bearings, gearing and precision components used in various industrial applications including:
construction, mining, forestry, energy, agricultural and other machinery; aggregate and cement
handling; food and beverage manufacturing; grain, and agricultural product handling; metals
and mining material handling; chemicals, oil and gas production; warehousing and logistics;
manufacturing automation and semiconductor equipment; power generation; waste and water management;
rail and transportation.

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

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

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

●

Developing
innovative solutions. By leveraging our design and manufacturing expertise and our
extensive customer relationships, we continue to develop new products for markets in which
there are substantial growth opportunities.

●

Expanding
customer base and penetrating end markets. We continually seek opportunities to access
new customers, geographic locations and bearing platforms with existing products or profitable
new product opportunities.

20

●

Increasing
aftermarket sales. We believe that increasing our aftermarket sales of replacement
parts will further enhance the continuity and predictability of our revenues and enhance
our profitability. Such sales include sales to third party distributors, and sales to OEMs
for replacement products and aftermarket services. We can further increase the percentage
of our revenues derived from the replacement market by continuing to implement several initiatives.

●

Pursuing
selective acquisitions. The acquisition of businesses that complement or expand our
operations has been and continues to be an important element of our business strategy. We
believe that there will continue to be consolidation within the industry that may present
us with acquisition opportunities.

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

Outlook

For
the fiscal year ended March 28, 2026, 57.9% of our net sales were attributable to the Industrial segment while the Aerospace &
Defense segment contributed 42.1% of our net sales. Our net sales increased 14.3% year over year due to sales increases in both the
Aerospace & Defense and Industrial segments. VACCO, which was acquired on July 18, 2025, accounted for $83.9 of net sales in
fiscal 2026. VACCO is part of our Aerospace & Defense segment.

Aerospace
& Defense segment sales increased 32.9% year over year. Commercial aerospace increased 17.8%, due to the increased build rates from
large OEMs. defense sales, which represented approximately 40.0% of segment sales during the year, were up 64.5% for the year. Excluding
net sales from VACCO, defense sales were up 22.9% year over year. Our backlog in this segment is significant and deliveries are expected
to continue to grow in the coming years.

Industrial
segment sales increased 3.8% year over year, led by a 4.8% increase in distribution and aftermarket sales. Sales to OEMs were up 1.5%
year over year, primarily driven by aggregate & cement, warehousing, grain and food & beverage.

Of
our net sales for the fourth quarter of fiscal 2026, 57.1% was attributable to the Industrial segment compared to 42.9% for the
Aerospace & Defense segment. Approximately $200.0 of Industrial segment sales in the fourth quarter of fiscal 2026 were to
distribution and aftermarket compared to approximately $191.5 in the prior year while approximately $95.9 were made directly to OEMs
in the fourth quarter of fiscal 2026 compared to approximately $88.9 in the prior year. Net sales in the Aerospace & Defense
segment increased $64.8, or 41.2%, for the fourth quarter of fiscal 2026 compared to the same period last fiscal year. Excluding net
sales from VACCO, net sales increased in this segment by 22.8%. Commercial aerospace net sales, which consisted of $106.6 of OEM and
$22.9 of distribution and aftermarket, increased by 18.5% compared to the fourth quarter of fiscal 2025 when OEM net sales were
$85.9 and distribution and aftermarket net sales were $23.3. This was driven by increased build rates in the OEM market and
aftermarket demand remained strong. Our fiscal 2026 fourth quarter defense markets’ net sales, which consisted of $74.0 of OEM
and $18.6 of distribution and aftermarket, increased 92.5% compared to the fourth quarter of fiscal 2025 when OEM net sales were
$38.1 and distribution and aftermarket net sales were $10.0. Excluding net sales from VACCO, defense net sales were up 35.0%
compared to the same period in the prior year.

The
Company forecasts net sales to be approximately $500.0 to $510.0 in the first quarter of fiscal 2027, compared to $436.0 in the
first quarter of fiscal 2026, which represents a growth rate of 14.7% to 17.0%. Excluding $28.0 of expected net sales from VACCO,
net sales are expected to grow 8.3% to 10.6%. Adjusted gross margin is expected to be in the range of 45.25% to 45.5% and SG&A
as a percentage of net sales is expected to be in the range of 16.50% to 16.75%.

Our
backlog as of March 28, 2026 was $2.3 billion, which included $0.6 billion of VACCO backlog and $1.1 billion of marine related backlog,
compared to a total of $0.9 billion as of March 29, 2025. This increase reflects continued growth, most notably in our commercial aerospace
and marine defense end markets.

We
experienced solid operating cash flow generation during fiscal 2026 (as discussed in the “Liquidity and Capital Resources”
section below). We believe that operating cash flows and available credit under our revolving bank credit facilities will provide adequate
resources to fund internal growth initiatives for the foreseeable future, including at least the next 12 months. As of March 28, 2026,
we had cash of $57.3, of which, $33.1 was cash held by our foreign operations.

Sources
of Revenue

A
contract with a customer exists when there is commitment and approval from both parties involved, the rights of the parties are identified,
payment terms are defined, the contract has commercial substance and collectability of consideration is probable. The Company has determined
that the contract with the customer is established when the customer purchase order is accepted or acknowledged. Long-term agreements
(“LTAs”) are used by the Company and certain of its customers to reduce their supply uncertainty for a period of time, typically
multiple years. While these LTAs define commercial terms including pricing, termination rights and other contractual requirements, they
do not represent the contract with the customer for revenue recognition purposes.

21

Approximately
95% of the Company’s revenue was generated from the sale of products to customers in the Aerospace & Defense and
Industrial markets for each of the years ended March 28, 2026 and March 29, 2025. The remaining 5% of the Company’s revenue
for each of the last two fiscal years was derived from services performed for customers, which included repair and refurbishment
work performed on customer-controlled assets as well as design and test work.

Refer
to Note 2 for further discussion regarding the Company’s revenue policy.

Cost
of Sales

Cost
of sales includes employee compensation and benefits, raw materials, outside processing, depreciation of manufacturing machinery and
equipment, supplies and manufacturing overhead.

Less
than half of our factory costs, depending on product mix, are attributable to raw materials, purchased components and outside processing.
When we experience raw material inflation, we attempt to offset these cost increases by changing our buying patterns, expanding our vendor
network and passing through price increases when possible. Although we experienced cost inflation on raw material, labor and overhead
for this fiscal year, we were able to mitigate it through pricing, insourcing and strategic sourcing efforts.

We
monitor gross margin performance through a process of monthly operation reviews with all our divisions. We develop new products to target
certain markets allied to our strategies by first understanding volume levels and product pricing and then constructing manufacturing
strategies to achieve defined margin objectives. We only pursue product lines where we believe that the developed manufacturing process
will yield the targeted margins. Management monitors gross margins of all product lines on a monthly basis to determine which manufacturing
processes or prices should be adjusted.

Fiscal
2026 Compared to Fiscal 2025

Results
of Operations

(amounts
in millions, except share and per share data)

FY26

FY25

$
Change

%
Change

Net
sales

$

1,870.9

$

1,636.3

$

234.6

14.3

%

Net
income attributable to common stockholders

$

287.6

$

233.8

$

53.8

23.0

%

Net
income per common share attributable to common stockholders: Diluted

$

9.09

$

7.70

Weighted
average common shares attributable to common stockholders: Diluted

31,634,888

30,354,470

Net
sales for the fiscal year ended March 28, 2026 increased $234.6, or 14.3%, compared to fiscal 2025. Excluding $83.9 of net sales from VACCO, net sales increased by 9.2%
compared to the prior year. This increase was the result of a
3.8% increase in our Industrial segment, while net sales in our Aerospace & Defense segment increased 32.9% year over year. Industrial
segment sales experienced the strongest contribution to growth in the aggregate & cement, warehousing and logistics, food & beverage
and grain markets. Within Aerospace & Defense, total commercial aerospace net sales increased 17.8% and defense net sales increased
64.5% year over year. Commercial aerospace
net sales, which consisted of $387.4 of OEM and $85.0 of distribution and aftermarket, increased by 17.8% compared to fiscal 2025 when
OEM net sales were $317.8 and distribution and aftermarket net sales were $83.1. The OEM markets have continued to improve as build rates
have steadily increased over the last several months. Our defense market net sales, which consisted of $237.1 of OEM and $78.5 of distribution
and aftermarket, increased by 64.5% compared to fiscal 2025 when OEM net sales were $146.3 and distribution and aftermarket net sales
were $45.6. The increase in defense sales was led by marine, missiles and guided munitions and reflects continued growth in demand which
is evident by our growing backlog. The acquisition of VACCO also contributed to the sales growth. Excluding VACCO, net sales increased
by 19.1% for the Aerospace & Defense segment.

Net
income attributable to common stockholders increased by $53.8 to $287.6 for fiscal 2026 compared to fiscal 2025. The net income attributable
to common stockholders of $287.6 in fiscal 2026 was impacted by $14.8 of acquisition and related costs, $6.2 of restructuring and consolidation
charges, $49.8 of interest expense, and $81.7 of income tax expense. The net income attributable to common stockholders of $233.8 in
fiscal 2025 was impacted by $1.5 of restructuring and consolidation charges, $59.8 of interest expense, $12.4 of preferred stock dividends,
and $65.7 of income tax expense.

Gross
Margin

FY26

FY25

$
Change

%
Change

Gross Margin

$

830.2

$

726.1

$

104.1

14.3

%

Gross Margin %

44.4

%

44.4

%

Gross
margin was 44.4% of sales for fiscal 2026 compared to 44.4% for the same period last year. The increase in gross margin was primarily
driven by volume. Gross margin in fiscal 2026 was impacted by $2.1 in restructuring costs related to inventory rationalization efforts
at one of our manufacturing plants and $13.2 of unfavorable purchase accounting adjustments associated with the VACCO acquisition.

22

Selling,
General and Administrative

FY26

FY25

$
Change

%
Change

SG&A

$

316.1

$

279.3

$

36.8

13.2

%

% of net sales

16.9

%

17.1

%

SG&A
as a % of net sales was 16.9% compared to 17.1% in the prior fiscal year. SG&A expenses increased by $36.8 to $316.1 for fiscal 2026
compared to fiscal 2025, primarily driven by increased personnel costs and $11.2 from the inclusion of VACCO.

Other,
Net

FY26

FY25

$
Change

%
Change

Other, net

$

93.1

$

76.9

$

16.2

21.1

%

% of net sales

5.0

%

4.7

%

Other
operating expenses for fiscal 2026 totaled $93.1 compared to $76.9 for fiscal 2025. For fiscal 2026, other operating costs consisted
of $81.0 of amortization expense, $1.6 of acquisition costs, $4.1 of restructuring costs, $1.1 of bad debt expense and $5.3 of other
items. Of the amortization expense incurred during the period, $10.3 was related to acquired intangible assets from the VACCO
acquisition. For fiscal 2025, other operating expenses consisted of $71.8 of amortization expense, $1.5 of restructuring costs, $1.2
of bad debt expense and $2.4 of other items.

Interest
Expense, Net

FY26

FY25

$
Change

%
Change

Interest expense, net

$

49.8

$

59.8

$

(10.0

)

(16.7

)%

% of net sales

2.7

%

3.7

%

Interest
expense, net, consists of interest charged on the Company’s debt agreements and amortization of deferred financing fees, offset
by interest income. Interest expense, net was $49.8 for fiscal 2026 compared to $59.8 for fiscal 2025. The decrease in interest expense
between the periods was due to the reduction of the principal balance on our Term Loan (as defined in “Liquidity and Capital Resources—Liquidity—Domestic
Credit Facility”), partially offset by the impact of a $200.0 draw on the Revolving Credit Facility (as defined in “Liquidity
and Capital Resources—Liquidity—Domestic Credit Facility”) during the second quarter of fiscal 2026 to fund part of
the VACCO acquisition. In addition, the Cross Currency Swap has enabled us to better manage interest costs.

Other Non-Operating Expense/(Income)

FY26

FY25

$
Change

%
Change

Other non-operating expense/(income)

$

1.9

$

(1.8

)

$

3.7

205.6

%

% of net sales

0.1

%

(0.1

)%

Other
non-operating expense for fiscal 2026 totaled $1.9, consisting primarily of post-retirement benefit costs and foreign exchange gains
and losses. Non-operating income during fiscal 2025 was $1.8, consisting primarily of a $4.0 legal settlement partially offset by post-retirement
benefit costs and foreign exchange gains and losses.

23

Income
Taxes

FY26

FY25

Income tax expense

$

81.7

$

65.7

Effective tax rate with discrete items

22.1

%

21.1

%

Effective tax rate without discrete items

23.8

%

23.5

%

Income tax expense for fiscal 2026 was $81.7 compared to $65.7 for
fiscal 2025. Our effective income tax rate for fiscal 2026 was 22.1% compared to 21.1% for fiscal 2025. The effective income tax rates
are different from the U.S. statutory rate due to the U.S. credits for increasing research activities and foreign-derived intangible income
provision, which decrease the rate, and differences in foreign and state income taxes, which increase the rate. The effective income tax
rate for fiscal 2026 of 22.1% included discrete items totaling a benefit of $6.2 which is substantially related to a benefit associated
with stock-based compensation, changes in valuation allowances, and one-time adjustments to record deferred tax liabilities for foreign
subsidiaries. The effective income tax rate for fiscal 2026 without these discrete items would have been 23.8%. The effective income tax
rate for fiscal 2025 of 21.1% included discrete items totaling a benefit of $7.6 which is substantially related to a benefit associated
with stock-based compensation, a reduction in unrecognized tax benefits due to the expiration of the statute of limitations, and benefits
related to the release of a valuation allowance and an adjustment related to state remeasurements. The effective income tax rate for fiscal
2025 without these discrete items would have been 23.5%.

Global
Minimum Tax

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

One
Big Beautiful Bill Act

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

Segment
Information

We
report our financial results under two operating segments: Aerospace & Defense and Industrial. We use gross margin as the primary
measurement to assess the financial performance of each reportable segment.

24

Aerospace
& Defense Segment:

FY26

FY25

$
Change

%
Change

Net sales

$

788.0

$

592.8

$

195.2

32.9

%

Gross margin

$

320.7

$

243.1

$

77.6

31.9

%

Gross margin %

40.7

%

41.0

%

SG&A

$

58.1

$

42.6

$

15.5

36.4

%

% of segment net sales

7.4

%

7.2

%

Net
sales increased $195.2, or 32.9%, for fiscal 2026 compared to fiscal 2025. Commercial aerospace net sales, which consisted of $387.4
of OEM and $85.0 of distribution and aftermarket, increased by 17.8% compared to fiscal 2025 when OEM net sales were $317.8 and distribution
and aftermarket net sales were $83.1. The OEM markets have continued to improve in line with build rates. Our defense market net sales,
which consisted of $237.1 of OEM and $78.5 of distribution and aftermarket, increased by 64.5% compared to fiscal 2025 when OEM net sales
were $146.3 and distribution and aftermarket net sales were $45.6. The increase in defense sales was led by marine, missiles and guided
munitions and reflects continued growth in demand which is evident by our growing backlog. The acquisition of VACCO also contributed
to the sales growth. Excluding VACCO, net sales increased by 19.1% for the Aerospace & Defense segment.
Excluding VACCO, commercial net sales increased 17.3% and defense market net sales increased 22.9% compared to the same period in the
prior year.

Gross
margin was $320.7, or 40.7% of net sales, in fiscal 2026 compared to $243.1, or 41.0% of sales, for the same period in fiscal 2025. We
anticipate additional margin expansion in the upcoming year as the growing orders for commercial products are expected to increase volumes
flowing through our manufacturing facilities driving cost efficiencies. Expected synergies from the VACCO acquisition should also contribute
to margin expansion. Gross margin in fiscal 2026 was affected by $13.2 of purchase accounting adjustments related to the VACCO acquisition.

Industrial
Segment:

FY26

FY25

$
Change

%
Change

Net sales

$

1,082.9

$

1,043.5

$

39.4

3.8

%

Gross margin

$

509.5

$

483.0

$

26.5

5.5

%

Gross margin %

47.0

%

46.3

%

SG&A

$

141.5

$

136.5

$

5.0

3.7

%

% of segment net sales

13.1

%

13.1

%

Net
sales increased $39.4, or 3.8%, during fiscal 2026 compared to the same period last year. The continued strong performance was driven
by the aggregate and cement, warehousing, food & beverage and grain markets, partially offset by softness in the mining & metals,
power generation and oil & gas end markets. Sales to distribution and the aftermarket were $751.9 in fiscal 2026 compared to $717.4
in the prior year, a 4.8% year-over-year increase. OEM sales increased 1.5% to $331.0 for fiscal 2026 compared to $326.1 in the prior
year.

Gross
margin was $509.5, or 47.0% of net sales, in fiscal 2026 compared to $483.0, or 46.3% of sales, for the same period in fiscal 2025. The
expansion in margin year over year was attributable to manufacturing efficiencies and product mix.

25

Corporate:

FY26

FY25

$
Change

%
Change

SG&A

$

116.5

$

100.2

$

16.3

16.3

%

% of total net sales

6.2

%

6.1

%

Corporate
SG&A for fiscal 2026 increased $16.3 or 16.3% compared to fiscal 2025 due to increased spending in IT and personnel-related costs.
As a percentage of net sales, Corporate SG&A was relatively flat year over year.

Liquidity
and Capital Resources

Our
business is capital-intensive. Our capital requirements include manufacturing equipment and materials. In addition, we have historically
fueled our growth, in part, through acquisitions. We have historically met our working capital, capital expenditure requirements and
acquisition funding needs through our net cash flows provided by operations, various debt arrangements and sale of equity to investors.
We believe that operating cash flows and available credit under our revolving bank credit facilities will provide adequate resources
to fund internal growth initiatives for the foreseeable future.

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

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

Liquidity

As
of March 28, 2026, we had cash of $57.3, of which, approximately $33.1 was cash held by our foreign operations. We expect that our undistributed
foreign earnings will be re-invested indefinitely for working capital, internal growth and acquisitions for and by our foreign subsidiaries,
with the exception of our Canadian operations as there are no current plans to expand on the sales operations within that jurisdiction.
As discussed in further detail below, we also have the ability to borrow money from our existing credit facilities.

Domestic
Credit Facility

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

26

Amounts
outstanding under the Facilities generally bear interest at either, at the Company’s option, (a) a base rate determined by reference
to the higher of (i) Wells Fargo’s prime lending rate, (ii) the federal funds effective rate plus 0.50% and (iii) Term SOFR (as
defined in the Credit Agreement based on SOFR, the secured overnight financing rate administered by the Federal Reserve Bank of New York)
plus 1.00% or (b) Term SOFR plus a credit spread adjustment of 0.10% plus a margin ranging from 0.75% to a cap of 1.75% in the case of
loans under the Revolving Credit Facility and 2.00% in the case of the Term Loan depending on the Company’s consolidated ratio
of total net debt to consolidated EBITDA (as defined in the Credit Agreement) from time to time. The Facilities are subject to a SOFR
floor of 0.00%. As of March 28, 2026, the Company’s margin was 1.00% for SOFR loans, the commitment fee rate was 0.175%, and the
letter of credit fee rate was 0.75%.

The
Term Loan matures in November 2026 and amortizes in quarterly installments with the balance payable on the maturity date. The Company
can elect to prepay some or all of the outstanding balance from time to time without penalty, which will offset future quarterly amortization
installments. Due to prepayments previously made, the required future principal payments on the Term Loan are $173.0 for fiscal 2027.

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

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

The
Credit Agreement requires the Company to comply with various covenants, including a maximum Total Net Leverage Ratio (as defined within
the Credit Agreement) of 4.50:1.00 (provided that such maximum ratio may be increased by the Company to 0.50:1.00 for a period of 12
months after the consummation of a material acquisition (provided that there may be only one such increase in effect at any one time)).
As of March 28, 2026 the Company was in compliance with all debt covenants.

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

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

As
of March 28, 2026, $173.0 was outstanding under the Term Loan, $200.0 was outstanding under the Revolving Credit Facility (used to fund
a portion of the purchase price for VACCO), and $3.7 of the Revolving Credit Facility was being utilized to provide letters of credit
to secure the Company’s obligations relating to certain insurance programs. The Company had the ability to borrow an additional
$296.3 under the Revolving Credit Facility as of March 28, 2026.

Senior
Notes

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

27

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

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

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

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

Foreign
Borrowing Arrangements

One
of our foreign subsidiaries, Schaublin SA, has a CHF 5.0 (approximately $6.1 USD) credit line with Credit Suisse (Switzerland) Ltd. to
provide future working capital, if necessary. As of March 28, 2026, $0.1 was being utilized to provide a bank guarantee. Fees associated
with this credit line are nominal.

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

Interest
Rate Swap

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

Cross
Currency Swap

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

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

Preferred
Stock

Prior
to October 15, 2024, the Company had outstanding 4,600,000 shares of 5.00% Series A Mandatory Convertible Preferred Stock (“MCPS”)
to which we paid a quarterly dividend aggregating $5.75, but on that date each then-outstanding share of the MCPS converted into 0.4413
shares of common stock, resulting in the retirement of the MCPS and the issuance of 2,029,955 shares of common stock, and the cessation
of the Company paying related dividends.

28

Cash
Flows

Fiscal
2026 Compared to Fiscal 2025

The
following table summarizes our cash flow activities:

FY26

FY25

$
Change

Net cash provided by (used in):

Operating activities

$

415.7

$

293.6

$

122.1

Investing activities

(349.7

)

(49.8

)

(299.9

)

Financing activities

(43.3

)

(270.4

)

227.1

Effect of exchange
rate changes on cash

(2.2

)

(0.1

)

(2.1

)

(Decrease)/increase
in cash

$

20.5

$

(26.7

)

$

47.2

During
fiscal 2026, we generated cash of $415.7 from operating activities compared to $293.6 for fiscal 2025. The increase of $122.1 was the
result of a $41.4 increase in net income, a $56.8 favorable change in non-cash activity and net favorable change in operating assets
and liabilities of $23.9. The favorable change in operating assets and liabilities is detailed in the table below. The change in non-cash
activity was driven by $8.8 more depreciation and amortization, $6.1 more stock-based compensation, $0.6 more amortization of
deferred financing costs, $37.7 more deferred taxes, $0.9 more non-cash operating lease expense, $0.2 of additional losses on the
disposition of assets and $2.5 more restructuring and other non-cash charges.

The
following chart summarizes the impact on cash flow from operating assets and liabilities for fiscal 2026 versus fiscal 2025.

FY26

FY25

Cash provided by (used in):

Accounts receivable

$

(19.4

)

$

(53.3

)

Inventory

(43.7

)

(32.3

)

Prepaid expenses and other current assets

10.5

(3.9

)

Other noncurrent assets

(16.7

)

0.5

Accounts payable

1.4

22.2

Accrued expenses and other current liabilities

(16.4

) 

(2.3

)

Other noncurrent
liabilities

24.4

(14.7

)

Total change in operating
assets and liabilities

$

(59.9

)

$

(83.8

)

During
fiscal 2026, we used $349.7 for investing activities as compared to $49.8 for fiscal 2025. The increase in cash used was attributable
to $276.7 used for the VACCO acquisition and a $23.3 increase in capital expenditures.

During
fiscal 2026, we used cash of $43.3 for financing activities compared to $270.4 in fiscal 2025. This change was primarily attributable
to $133.0 of additional proceeds received from the Revolving Credit Facility. Additionally, we had $22.0 less of payments made on the
Term Loan, $17.2 less of preferred stock dividends paid, and $77.4 less of revolving credit facilities payments, partially offset by
$1.8 more of financing fees paid, $10.7 less of exercises of stock-based awards, $4.9 more of repurchases of common stock, $0.5 more
payments of finance lease obligations, $0.1 more repayments of notes payable and $4.5 less of proceeds received from mortgage.

Capital
Expenditures

Our
capital expenditures in fiscal 2026 were $73.1 compared to $49.8 in fiscal 2025. We expect to make capital expenditures of approximately
3.5% to 4.0% of net sales during fiscal 2027 in connection with our existing business. We funded our fiscal 2026 capital expenditures,
and expect to fund fiscal 2027 capital expenditures, principally through existing cash and internally generated funds. We may also make
substantial additional capital expenditures in connection with acquisitions.

29

Critical
Accounting Policies and Estimates

Our
discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which
have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires
us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure
of contingent assets and liabilities. We evaluate our estimates on an on-going basis. Estimates are used for, but not limited to, the
accounting for the allowance for credit losses, valuation of inventories, goodwill and intangible assets, depreciation and amortization,
income taxes and tax reserves, the valuation of options and the valuation of business combinations. We base our estimates on historical
experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the
basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. We believe
our judgments related to these accounting estimates are appropriate. Actual results may differ from these estimates under different assumptions
or conditions.

Revenue
Recognition. The performance obligations for the majority of RBC’s product sales are satisfied at the point in time in which
the products are shipped. The Company has determined that the customer obtains control upon shipment of the product based on the shipping
terms (i.e. when it ships from RBC’s dock or when the product arrives at the customer’s dock) and recognizes revenue when
control has transferred to the customer. Once a customer has obtained control, the customer is able to direct the use of, and obtain
substantially all of the remaining benefits from, the asset. Approximately 95% and 98% of the Company’s revenue was recognized
in this manner based on sales for the fiscal years ended March 28, 2026 and March 29, 2025, respectively.

Inventory.
Inventory is stated at the lower of cost or net realizable value. Cost is determined by the first-in, first-out method. We account for
inventory under a full absorption method. We record adjustments to the value of inventory based upon past sales history and forecasted
plans to sell our inventories. The physical condition, including age and quality, of the inventories is also considered in establishing
its valuation. These adjustments are estimates, which could vary significantly, either favorably or unfavorably, from actual requirements
if future economic conditions, customer inventory levels or competitive conditions differ from our expectations.

Goodwill
and Indefinite-Lived Intangible Assets. Goodwill (representing the excess of the amount paid to acquire a company over the estimated
fair value of the net assets acquired) and indefinite-lived intangible assets are not amortized but instead are tested for impairment
annually, or when events or circumstances indicate that the carrying value of such asset may not be recoverable. Separate tests are performed
for goodwill and indefinite lived intangible assets. The Company performs the annual impairment testing during the fourth quarter of
each fiscal year. We completed a quantitative test of impairment on the indefinite lived intangible assets with no impairment noted in
fiscal year 2026. The determination of any goodwill impairment is made at the reporting unit level. The Company determines the fair value
of a reporting unit and compares it to its carrying amount. If the carrying amount of the reporting unit exceeds its fair value, an impairment
loss is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value. The Company applies the
income approach (discounted cash flow method) in testing goodwill for impairment. The key assumptions used in the discounted cash flow
method used to estimate fair value include gross margin, discount rate, and long-term growth rate,
which is affected by expectations about future market or economic conditions. The
fair value of the reporting units exceeds the carrying value by a minimum of 38.8% at each of the two reporting units. Assuming no growth
in gross margin within the model would not result in impairment of goodwill for any of our reporting units. Although no changes are expected,
if the actual results of the Company are less favorable than the assumptions the Company makes regarding estimated cash flows, the Company
may be required to record an impairment charge in the future.

Valuation
of Business Combinations. We allocate the amounts we pay for each acquisition to the assets we acquire and liabilities we assume
based on their estimated fair values at the date of acquisition, including identifiable intangible assets, which either arise from a
contractual or legal right or are separable from goodwill. We base the fair value of identifiable intangible assets acquired in a business
combination on detailed valuations which are prepared with the assistance of a specialist and consider our best estimates of inputs and
assumptions that a market participant would use. We utilize a specialist for these valuations due to the complexity and estimation uncertainty
involved in determining the fair value given the significant assumptions involved. Significant assumptions utilized in the valuation
models include discount rates, revenue growth rates and EBITDA margins. We allocate to goodwill any excess purchase price over the fair
value of the net tangible and identifiable intangible assets acquired. Transaction costs associated with these acquisitions are expensed
as incurred through other, net on the consolidated statements of operations.

Income
Taxes. As part of the process of preparing the consolidated financial statements, we are required to estimate the income taxes in
each jurisdiction in which we operate. This process involves estimating the actual current tax liabilities together with assessing temporary
differences resulting from the differing treatment of items for tax and financial reporting purposes. These differences result in deferred
tax assets and liabilities, which are included in the consolidated balance sheets. We must then assess the likelihood that the deferred
tax assets will be recovered, and to the extent that we believe that recovery is not more than likely, we are required to establish a
valuation allowance. If a valuation allowance is established or increased during any period, we are required to include this amount as
an expense within the tax provision in the consolidated statements of operations. Significant judgment is required in determining our
provision for income taxes, deferred tax assets and liabilities, accrual for uncertain tax positions and any valuation allowance recognized
against net deferred tax assets.

30

Recent
Accounting Pronouncements

For
a discussion of recent accounting pronouncements, refer to Note 2.

Off-Balance
Sheet Arrangements

The
Company has $3.7 of outstanding standby letters of credit, all of which are under the Revolving Credit Facility. We had no significant
off-balance sheet arrangements as of March 28, 2026.
