Q4 share repurchases and program authorization (April 4–July 3, 2026): Sandisk repurchased 2.84 million shares at an average price of $1,600 per share during the quarter. The Board approved a $6.0 billion repurchase program on April 30, 2026; $1.46 billion remained available under that authorization at quarter-end. A subsequent $14.0 billion authorization was announced on August 5, 2026, after fiscal year-end. Full-year fiscal 2026 repurchases totaled approximately 3 million shares for $4.5 billion.
Nanya Technology investment and DRAM supply arrangement (completed April 8, 2026): Sandisk completed a $970 million private placement of approximately 139 million shares of Nanya common stock (~3.9% fully diluted), subject to a three-year statutory lock-up under Taiwanese law. Concurrently, Sandisk and Nanya entered a multi-year strategic supply arrangement for DRAM products with committed annual volumes and quarterly variable pricing, supporting Sandisk's long-term DRAM sourcing for enterprise SSDs. Minimum long-term supply commitments under this and other agreements totaled $5.89 billion through fiscal 2031 and beyond. The Nanya position carried a fair value of $1.78 billion at July 3, 2026, generating an $807 million unrealized gain in fiscal 2026.
Annual context – AI-driven demand and revenue growth (fiscal 2026, 53 weeks ended July 3, 2026): Net revenue was $20.2 billion, up 175% from $7.4 billion in fiscal 2025, with Datacenter revenue up 437% to $5.2 billion and Edge revenue up 195% to $12.2 billion. Total products sold grew mid-teens percent on an exabyte basis; revenue per gigabyte rose approximately 150% in Datacenter and 180% in Edge. Management attributed the acceleration to AI infrastructure build-out driving demand for high-performance NAND storage and stated it expects AI-driven demand to persist through calendar 2027 and beyond, with increased capital investment planned in fiscal 2027 for newer process nodes.
Annual context – K2 fab ramp and Flash Ventures extensions: Output from the K2 300-mm wafer fab in Kitakami, Japan (transitioning capacity to newer NAND nodes) began during fiscal 2026. In January 2026 (fiscal Q1), Sandisk and Kioxia extended the Flash Partners and Flash Alliance joint-venture terms from December 31, 2029 to December 31, 2034, aligning all three Flash Ventures entities to co-terminate on that date. A concurrent Agreement to Enhance Collaboration commits Sandisk to pay Kioxia $1.2 billion over 2026–2029 for manufacturing services and continued supply availability. Flash Ventures underutilization charges fell to $11 million in fiscal 2026 from $75 million in fiscal 2025, and Sandisk's total Flash Ventures-related commitments stood at $6.56 billion.
Annual context – New Business Model (NBM) long-term customer agreements: Commencing in fiscal 2026, Sandisk entered multi-year NBM agreements with Datacenter and Edge customers, committing to deliver stated product volumes with fixed and variable pricing mechanisms supported by financial guarantees. As of July 3, 2026, contract liabilities were $1.2 billion and refund liabilities (customer security deposits) were $1.5 billion. Total transaction price allocated to remaining NBM performance obligations was $59.8 billion ($58.7 billion not yet billed); approximately 19% is expected to be recognized as revenue within twelve months. Subsequent to fiscal year-end, Sandisk entered two additional NBMs with an aggregate transaction price of $31.3 billion.
Annual context – debt repayment, capital expenditure, and WDC separation finalization: Sandisk fully repaid its $2.0 billion Term Loan B Facility on March 4, 2026 (fiscal Q3) using cash on hand, recognizing a $46 million loss on extinguishment; the $1.5 billion Revolving Credit Facility remained undrawn at fiscal year-end. Fiscal 2026 capital expenditures were $177 million. WDC ceased to be a related party as of July 3, 2026 following final disposition of its remaining Sandisk shares, and the Transition Services Agreement expired June 10, 2026. The company recorded $93 million in legal settlements in Other income (expense) during fiscal 2026 and incurred $91 million in inventory charges.
(Filed on May 1, 2026)
+251.0%
78.4%
$3.7B
Q3 FY2026 revenue reached $5,950M, up 251% year-over-year, driven primarily by a 248% increase in average selling price per gigabyte while exabytes sold remained flat; gross margin expanded to 78.4% (up 5,600 bps YoY) as ASP gains outpaced cost per gigabyte. Datacenter revenue surged 645% to $1,467M on a 160% volume increase and 186% ASP increase; Edge revenue rose 295% to $3,663M on a 343% ASP increase partially offset by a 10% volume decline; Consumer revenue grew 44% to $820M. Management attributed the demand inflection to rapid AI infrastructure growth driving need for high-performance NAND storage and expects favorable pricing conditions to persist through calendar 2026 and beyond.
On January 29, 2026, Sandisk extended the terms of all three Kioxia Flash Ventures joint ventures (Flash Partners and Flash Alliance, joining Flash Forward) from December 31, 2029 to December 31, 2034, so the JVs co-terminate on the same date. Concurrently, Sandisk Technologies agreed to pay Kioxia $1.2 billion in installments over 2026–2029 in consideration for manufacturing services and continued supply availability through 2034. During the nine months ended April 3, 2026, the Company temporarily reduced its utilization of Flash Ventures capacity, incurring $11M in utilization-reduction charges; no such charges were recorded in Q3 specifically. Total Flash Ventures-related commitments as of quarter-end were $6,543M.
On March 25, 2026, Sandisk entered a private placement to purchase approximately 139 million shares of Nanya Technology Corporation common stock for $972 million (~3.9% fully diluted, at a 15% discount to Nanya's 30-day average trading price), subject to a three-year statutory lock-up. Concurrently, the Company and Nanya entered a multi-year strategic supply arrangement under which Nanya will supply DRAM products at committed annual volumes with quarterly-variable pricing. The $972 million was remitted on April 8, 2026 (subsequent to quarter-end) and shares were received April 28, 2026.
The Company entered long-term customer agreements during Q3 that generated substantial customer advances, raising total contract liabilities from $25M at June 27, 2025 to $511M at April 3, 2026. As of quarter-end, the transaction price allocated to remaining performance obligations under these agreements totaled $41.6 billion ($41.2B unbilled, $0.4B in contract liabilities), of which approximately 15% is expected to be recognized as revenue over the next twelve months. New risk-factor disclosure highlights execution, delivery, and financial-penalty risks associated with these multi-year volume commitments.
On March 4, 2026, Sandisk settled in full the remaining ~$1.9 billion principal on its $2.0 billion Term Loan B Facility (originating at the February 2025 spin-off) using cash on hand, recognizing a $46 million loss on debt extinguishment from write-off of unamortized issuance costs. As of April 3, 2026, the Company carried no term debt; the $1.5 billion Revolving Credit Facility remained undrawn, and the Company was in compliance with its maximum Leverage Ratio covenant. Cash and cash equivalents stood at $3,735M. Separately, on February 18, 2026, WDC disposed of 5,821,135 Sandisk shares (exchanged for WDC debt), reducing WDC's holding to 1,691,884 shares, which became unrestricted on March 19, 2026.
Subsequent to quarter-end, on April 30, 2026, the Board approved a $6 billion share repurchase program (exclusive of fees and commissions) to be funded by operating cash flows, executable via open-market purchases (including Rule 10b5-1 plans) or other methods, with no obligation to repurchase any minimum number of shares and the ability to suspend or discontinue at any time.
(Filed on January 30, 2026)
+61.2%
50.9%
$1.5B
Q2 FY2026 net revenue rose 61% year-over-year to $3,025 million, driven by a 36% increase in average selling price per gigabyte and a 22% increase in exabytes sold. Management stated that NAND demand continued to outpace supply in the quarter and expects the imbalance to persist through calendar 2026 and beyond, citing rapid growth in AI infrastructure as a key demand driver.
On January 29, 2026 (subsequent to quarter-end), Sandisk and Kioxia extended the terms of the Flash Alliance and Flash Partners joint ventures to December 31, 2034 (previously December 31, 2029), aligning all three Flash Ventures to co-terminate on that date. Concurrently, Sandisk entered an Agreement to Enhance Collaboration with Kioxia under which Sandisk Technologies will pay Kioxia $1.2 billion over 2026 through 2029 in consideration of manufacturing services and continued supply availability.
During the first half of fiscal 2026, Sandisk temporarily reduced its utilization of its share of Flash Ventures' manufacturing capacity to align wafer supply with projected demand, incurring $11 million in underutilization charges recorded to cost of revenue in Q1 FY2026; no such charges were incurred in Q2. The company also made net payments of $0.9 billion to Flash Ventures in Q2 (wafer purchases and net loans) and received a $15 million dividend distribution in H1.
Under the five-year supply agreement with SanDisk Semiconductor (Shanghai) (SDSS), Sandisk made $138 million in flash-based product purchases in Q2 FY2026 and $277 million in H1, against a minimum annual commitment of $550 million. A September 2025 amendment included a $10 million working capital support provision that reduced the September 2025 installment from JCET to $27 million, recognized as a loss on business divestiture. The company expects the SDSS contract-manufacturing transition to modestly reduce annual operating expenses and capital expenditures while slightly increasing cost of revenue.
Sandisk disclosed that the majority of its products sold in the U.S. are currently exempt from tariffs, but cautioned that additional tariff increases or loss of applicable exemptions would increase cost of goods sold for U.S.-sold products, potentially negatively impacting margins and demand. The company stated it would continue to monitor trade-policy developments and may take additional responsive actions.
Capital expenditures for H1 FY2026 were $89 million, reflecting what management described as a conservative capex strategy in fiscal 2025. The company anticipates increased capital investments in fiscal 2026 as it transitions to newer process nodes to meet demand and technology requirements of its product portfolio.
(Filed on November 7, 2025)
+22.6%
29.8%
$1.4B
Revenue rose 23% YoY to $2.31B, driven by a 31% increase in exabytes sold (Edge +39% EB, Consumer +32% EB, Datacenter +1% EB) partially offset by a 9% decline in ASP per gigabyte. Management stated NAND demand continued to outpace supply in Q1 FY26 and expects this imbalance to persist through calendar 2026 and beyond, citing AI infrastructure growth as a key demand driver for high-performance storage products.
The company temporarily reduced its utilization of its 50% share of Flash Ventures (Kioxia joint ventures) manufacturing capacity to better align flash wafer supply with projected demand, incurring $11M in underutilization charges within Cost of revenue for the quarter. This represents a deliberate supply-management adjustment; no comparable charges were recorded in the prior-year period.
On September 25, 2025, SanDisk China and JCET executed Amendment No. 1 to the SDSS (SanDisk Semiconductor Shanghai) equity purchase agreement, adding a $10M working capital support provision that reduced the September 2025 installment from JCET to $27M and was recognized as a Loss on business divestiture. Under the related five-year supply agreement (minimum annual commitment of $550M, expiring September 2029), the company made $139M in flash-product purchases from SDSS during the quarter, with a $147M accounts payable balance outstanding at quarter end.
The company confirmed the separation from Western Digital was finalized as of October 3, 2025, with no further separation-related adjustments expected. It repaid $500M of its $2.0B Term Loan B (due 2032) during the quarter, reducing outstanding principal to $1.4B; the $1.5B revolving credit facility (due 2030) remained undrawn. WDC's remaining ownership declined to 5.1% following its June 2025 debt-for-equity exchange.
Management disclosed that the majority of U.S.-sold products are currently exempt from tariffs, but warned that additional tariff increases or loss of exemptions would raise cost of goods sold and could pressure margins and demand. For fiscal 2026 (a 53-week year), the company anticipates increased capital investment as it transitions to newer NAND process nodes to address product-portfolio technology needs and demand.
