BEL FUSE INC /NJ

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The condensed consolidated balance sheets and statements of operations, comprehensive income, shareholders’ equity and redeemable noncontrolling interest, and cash flows for the periods presented herein have been prepared by the Company and areunaudited. In the opinion of management, all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly the consolidated financial position, results of operations and cash flows for all periods presented have been made. The results for thethree andnine months ended* September 30, 2025* arenot necessarily indicative of the results to be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Bel Fuse Annual Report on Form10-K for the fiscal year ended* December 31, 2024*.

Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted from these condensed consolidated financial statements pursuant to the rules and regulations, including the interim reporting requirements, of the U.S. Securities and Exchange Commission (“SEC”). The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and the disclosure of contingent amounts in our condensed consolidated financial statements and accompanying notes. Actual results could differ from these estimates.

All amounts included in the tables to these notes to condensed consolidated financial statements, except per share amounts, are in thousands.

The Company’s significant accounting policies are summarized in Note1 to the consolidated financial statements of the Company included in the Company’s Annual Report on Form10-K for the fiscal year ended* December 31, 2024*. There wereno significant changes to these accounting policies during thenine months ended* September 30, 2025*, except as discussed in “Recently Adopted Accounting Standards” below and as follows:

Cash, Cash Equivalents and Investments

Cash equivalents include short-term investments in money market funds and certificates of deposit with an original maturity ofthree months or less when purchased. Accounts at each U.S. institution are insured by the Federal Deposit Insurance Corporation ("FDIC") up to*$250,000.* Substantially all of our U.S. cash and cash equivalents balances are in excess of the FDIC insured limit. The Company periodically invests its excess cash in money market funds and U.S. Treasury Bills. The Company's cash and cash equivalents are placed with high credit quality financial institutions.

The Company previously had held to maturity securities comprised of U.S. Treasury Bills. These investments were classified as held to maturity as the Company has the intent and ability to hold these investments until they mature. The table below shows the amortized costs, associated gross unrealized gains and associated fair value of the held to maturity securities at* December 31, 2024.There wereno* held to maturity securities outstanding at* September 30, 2025.*

In determining the fair value of the Company's held to maturity U.S. Treasury securities, the Company utilized Level1 inputs of the market price for identical securities as of* December 31, 2024.*

Investments

We account for non-marketable investments using the equity method of accounting if the investment gives us the ability to exercise significant influence over, butnot control of, an investee. Significant influence generally exists if we have an ownership interest representing between20% and50% of the voting stock of the investee. Under the equity method of accounting, investments are stated at initial cost and are adjusted for subsequent additional investments and our proportionate share of earnings or losses and distributions.

Equity in earnings of unconsolidated affiliates, in the consolidated statements of operations, reflects our proportionate share of the investee's net income, including any associated affiliate taxes. Our proportionate share of the investee’s other comprehensive income (loss), net of income taxes, is recorded in the consolidated statements of shareholders’ equity and redeemable noncontrolling interest and consolidated statements of comprehensive income. In general, the equity investment in our unconsolidated affiliates is equal to our original equity investment plus our share of those entities' undistributed earnings subsequent to our investment.

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We evaluate our equity method investments for impairment at least annually or whenever events or changes in circumstances indicate, in management’s judgment, that the carrying value of an investment* mayhave experienced an other-than-temporary decline in value. When evidence of loss in value has occurred, management compares the estimated fair value of the investment to the carrying value of the investment to determine whether an impairment has occurred. If the estimated fair value is less than the carrying value and management considers the decline in value to be other than temporary, the excess of the carrying value over the estimated fair value is recognized in the financial statements as an impairment. See Note2,* "Investment in Innolectric", below, for our discussion on specific equity method investments.

Where we are unable to exercise significant influence over the investee, or when our investment balance is reduced tozero from our proportionate share of losses, the investments are accounted for under the cost method. Under the cost method, investments are carried at cost and adjusted only for other-than-temporary declines in fair value, distributions of earnings, additional investments, or in the case of an observable price change in an orderly transaction for an identical security.

Recently Adopted Accounting Standards

In* November 2023,the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update ("ASU")2023-07, Segment Reporting (Topic280): Improvements to Reportable Segment Disclosures*, which requires a public business entity (PBE) to disclose significant segment expenses and other segment items on an annual and interim basis and provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that prior to the implementation of the guidance were required annually. Additionally, it requires a public entity to disclose the title and position of the Chief Operating Decision Maker (CODM). The ASU doesnot change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. In thefourth quarter of2024, the Company adopted this guidance and applied the amendments retrospectively to all prior periods presented in the accompanying financial statements. This adoption only impacted our disclosures and didnot have any impact to our results of operations, cash flows and financial condition. See Note16, "Segments", for applicable reportable segment disclosures required by this guidance.

Accounting Standards Issued ButNot Yet Adopted

In* December 2023,the FASB issued ASU2023*-09, Income Taxes (Topic740*): Improvements to Income Tax Disclosures*, which focuses on the rate reconciliation and income taxes paid. ASU2023-09 requires a PBE to disclose, on an annual basis, a tabular rate reconciliation using both percentages and currency amounts, broken out into specified categories with certain reconciling items further broken out by nature and jurisdiction to the extent those items exceed a specified threshold. In addition, all entities are required to disclose income taxes paid, net of refunds received disaggregated by federal, state/local, and foreign and by jurisdiction if the amount is at least5% of total income tax payments, net of refunds received. For PBEs, the new standard is effective for annual periods beginning after* December 15, 2024,with early adoption permitted. An entity mayapply the amendments in this ASU prospectively by providing the revised disclosures for the period ending December 31, 2025and continuing to provide the pre-ASU disclosures for the prior periods, or mayapply the amendments retrospectively by providing the revised disclosures for all periods presented. We expect this ASU to only impact our disclosures withno* impacts to our results of operations, cash flows, and financial condition.

In* November 2024,the FASB issued ASU2024*-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic220*-40): Disaggregation of Income Statement Expenses*, which is intended to improve disclosures about a PBE's expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. Such information should allow investors to better understand an entity's performance, assess future cash flows, and compare performance over time and with other entities. The amendments will require PBEs to disclose in the notes to the financial statements, at each interim and annual reporting period, specific information about certain costs and expenses, including purchases of inventory, employee compensation, depreciation, and intangible asset amortization included in each expense caption presented on the face of the income statement, and the total amount of an entity's selling expenses. The amendments are effective for annual reporting periods beginning after* December 15, 2026,and interim reporting periods beginning after December 15, 2027,and may*be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adopting this guidance on the consolidated financial statements.

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On* February 1, 2023,the Company closed on a noncontrolling (one-third) investment in Germany-based innolectric AG (“innolectric”) for consideration of€8.0 million (approximately $8.8 million as of the February 2023closing). Transaction costs associated with the Company's investment in innolectric amounted to $1.3 million and these costs have been recorded as part of the carrying value of the investment. Under the terms of the investment agreement, if innolectric achieves certain EBITDA thresholds within a specified timeframe, the Company would be committed to acquiring the remaining shares of innolectric at that time. The accompanying condensed consolidated balance sheet reflects the fair value as of the February 2023closing of the initialone*-third equity method investment, inclusive of transaction costs, of $11.0 million, and a separate liability of $1.0 million associated with the net fair value of the put and call options related to the remaining shares pursuant to the agreement in the event certain profitability thresholds are met.

This passive investment created a strategic alliance that is focused on Electric Vehicles (“EV”) on-board power electronics, and in particular next generation fast-charging technology. Withno product overlap, this relationship expands the Bel eMobility Power portfolio, further enhancing Bel's competitive position in this emerging field. Our investment in innolectric is accounted for using the equity method and we have determined that the innolectric investment isnot a variable interest entity (VIE). Results from this investment, which are reported within Bel’s Power Solutions and Protection segment, led to losses of $0.3 million for thethree months and $0.4 million for thenine months ended* September 30, 2025,respectively. The Company adopted a policy to record its share of innolectric's results on aone*-month lag on a consistent basis to allow time for innolectric to provide its financial statements to Bel.

Related Party Transactions

From time to time, the Company provides cash loans to innolectric to fund working capital needs and further business development. During thethree andnine months ended* September 30, 2025*, the Company provided incremental loans to innolectric in the amount of€0.2 million and€0.5 million, respectively. As of* September 30, 2025* and* December 31, 2024*, the Company had loans outstanding to innolectric in the aggregate amount of€3.3 million (approximately $3.9 million at the* September 30, 2025* exchange rate) and€2.8 million (approximately $2.9 million at the* December 31, 2024* exchange rate), respectively. These loans bear interest at a rate of 5% per annum. This balance is shown as a related-party note receivable on the accompanying condensed consolidated balance sheets at* September 30, 2025* and* December 31, 2024*.

Acquisition of Enercon

On* November 14, 2024 (and deemed effective solely for accounting purposes as of November 1, 2024),the Company closed on its acquisition of its majority 80% stake in Enercon Technologies, Ltd. (“Enercon”) for (i) a cash purchase price of $320 million (subject to customary adjustments), plus (ii) up to $10 million in potential earnout payments for the2025* -2026 period (the “Earnout Payments”), as further described below (the “Transaction” or the "acquisition"). Bel* mayacquire the remaining 20% stake in Enercon and has the current intention to purchase such remaining interest by early2027* in accordance with the terms and subject to the conditions of a shareholders’ agreement, which was also entered into on* November 14, 2024.*

At the closing, Bel paid an aggregate of approximately $325.6 million in cash in respect to the cash purchase price (after giving effect to estimated adjustments taken at closing including for Enercon’s cash, indebtedness, net working capital and unpaid transaction costs, with final true-up adjustments implemented post-closing resulting in final adjusted cash consideration of approximately $324.1 million). Bel funded the closing of the Transaction through cash on hand of approximately $85.6 million and with approximately $240 million provided through incremental borrowings under the Company’s revolving credit facility, as amended in connection with the Transaction.

The potential Earnout Payments* maybecome payable of up to $5 million for each of the fiscal2025* and fiscal2026 earnout periods (each, an “Earnout Period”), subject to Enercon’s achievement of certain specified EBITDA targets for each respective Earnout Period, as calculated and determined in accordance with the Purchase Agreement. In the event that (i) the target for the respective Earnout Period has been achieved, the full $5 million Earnout Payment for the Earnout Period shall be payable, or (ii) achievement for the respective Earnout Period is at least90% of the target level but less than100% of the target level, then the amount payable in respect of the Earnout Payment for such Earnout Period shall be $2.5 million. In the event that achievement for the respective Earnout Period is less than90% of the target level, no Earnout Payment shall be due for such period.

The Company didnot incur any acquisition-related costs associated with the Transaction during thethree ornine months ended* September 30, 2025as compared to $4.3 million during thethree* months andnine months ended* September 30, 2024.*

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The accounting related to the Enercon acquisition has been completed as of the filing date of this Form10-Q. The following table presents the Company’s final determination of the acquisition date fair values of the consideration paid, identifiable net assets acquired, and goodwill. All valuations and the purchase price allocation are now finalized, andno further adjustments are anticipated.

(1) Measurement period adjustment of $3.5 million recorded is attributable to tax liabilities with a corresponding increase to goodwill. The measurement period adjustment was a result of the purchase price allocation finalization as the Company filed its tax return on* October 15, 2025.*

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The following unaudited pro forma information presents a summary of the combined results of operations of the Company and the results of Enercon for the periods presented as if the Transaction had occurred on* January 1, 2024,along with certain pro forma adjustments. These pro forma adjustments give effect to the amortization of certain definite-lived intangible assets, adjusted depreciation based upon estimated fair value of assets acquired, interest expense and amortization of deferred financing costs related to the financing of the acquisition, and related tax effects. The2024* unaudited pro forma net earnings for thethree andnine months ended* September 30, 2024were adjusted to include an estimated non-recurring expense related to a fair value adjustment to acquisition-date inventory of $0.5 million ($0.4 million after tax) and $2.4 million ($1.8 million after tax), respectively. The pro forma results donot* reflect the realization of any potential cost savings, or any related integration costs. Certain cost savings* mayresult from this acquisition; however, there can beno* assurance that these cost savings will be achieved. The pro forma results also exclude the impact of any change in the redemption value of the noncontrolling interest. The unaudited pro forma results are presented for illustrative purposes only and arenot necessarily indicative of the results that would have actually been obtained if the acquisition had occurred on the assumed date, nor is the pro forma data intended to be a projection of results that* may*be obtained in the future:

During2024, the acquisition of Enercon resulted in a noncontrolling interest holder who is entitled to a put option, giving the sellers the ability to put their redeemable interest in the shares of the acquiree to the Company. Specifically, if exercised by the noncontrolling interest holder, the Company would be required to purchase the remaining 20% of the Seller's redeemable interest, at a redemption price during specified time period(s) stipulated in the Enercon acquisition agreement. Upon acquisition, the redeemable noncontrolling interest was initially valued at a fair value of $72.4 million. The redeemable noncontrolling interest reflected on the accompanying condensed consolidated balance sheets at* September**30,* 2025 and* December 31, 2024will remain in temporary equity until the applicable put-call option is either fully exercised or expires. At September 30, 2025and December 31, 2024,the redeemable noncontrolling interest was adjusted to reflect its redemption value of $81.3 million and $80.6 million, respectively. The redemption value of the redeemable noncontrolling interest is generally calculated using Level3* unobservable inputs based on a multiple of earnings. A roll-forward of the redeemable noncontrolling interest for thethree andnine months ended* September 30, 2025*is included in the accompanying condensed consolidated statements of shareholders' equity and redeemable noncontrolling interest.

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The following table provides information about disaggregated revenue by geographic region and sales channel, and includes a reconciliation of the disaggregated revenue to our reportable segments:

The balances of the Company’s contract assets and contract liabilities at* September 30, 2025* and* December 31, 2024* are as follows:

The change in balance of our unbilled receivables from* December 31, 2024* to* September 30, 2025* primarily relates to a timing difference between the Company’s performance (i.e., when our product is shipped to a customer-controlled hub) and the point at which the Company can invoice the customer per the terms of the customer contract (i.e., when the customer pulls our product from the customer-controlled hub). Our deferred revenue balances at* December 31, 2024* and* September 30, 2025* primarily relate to customer prepayments on invoices, which will be recorded as revenue in the period in which the related finished goods are shipped to the customer. The increase in the deferred revenue balance from* December 31, 2024is primarily attributable to a sales agreement at Enercon that includes advance payment terms, resulting in higher unrecognized revenue as of the September**30,* 2025 reporting date.

Transaction Price Allocated to Future Obligations

The aggregate amount of transaction price allocated to remaining performance obligations that havenot been fully satisfied as of* September 30, 2025* related to contracts that exceedone year in duration amounted to $14 million, with expected contract expiration dates that range from2026 –2030**.Based on the Company's current estimates, it is currently expected that approximately $7.5 million of this aggregate amount will be recognized in 2026, $3.5 million will be recognized in 2027, and $3.0 million will be recognized in the years beyond 2027. The majority of the Company's orders received (butnot yet shipped) at September 30, 2025 are related to contracts that have an original expected duration ofone year or less, for which the Company is electing to utilize the practical expedient available within the applicable guidance, and are excluded from the transaction price related to these future obligations. The Company will generally satisfy the remaining performance obligations as we transfer control of the products ordered to our customers.

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The following table sets forth the calculation of basic and diluted net earnings per common share under thetwo-class method for thethree andnine months ended* September 30, 2025and2024*:

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Fair value is defined as an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants based upon the best use of the asset or liability at the measurement date. Entities are required to use a fair value hierarchy which maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. There arethree levels of inputs that* may*be used to measure fair value:

Level1 – Observable inputs such as quoted market prices in active markets;

Level2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable; and

Level3 – Unobservable inputs about which little orno market data exists, therefore requiring an entity to develop its own assumptions.

As of* September 30, 2025* and* December 31, 2024*, our available-for-sale securities primarily consisted of investments held in a rabbi trust which are intended to fund the Company’s Supplemental Executive Retirement Plan (“SERP”) obligations. These securities are measured at fair value using quoted prices in active markets for identical assets (Level1) inputs and amounted to less than $0.1 million at* September 30, 2025* and$0.6 millionat* December 31, 2024*.

Throughout2025 and2024, the Company entered into a series of foreign currency forward contracts, the fair values of which were$0.8 million at* September 30, 2025* and ($1.0) million at* December 31, 2024*. The estimated fair value of foreign currency forward contracts is based on quotes received from the applicable counterparty, and represents the estimated amount we would receive or pay to settle the contracts, taking into consideration current exchange rates which can be validated through readily observable data from external sources (Level2).

The Company is a party totwo interest rate swap agreements as further described in Note10, "Derivative Instruments and Hedging Activities". The fair value of the interest rate swap agreements was $1.3 million at* September 30, 2025and $2.7 million at December 31, 2024,which was based on market data, and represents the estimated amount we would receive or pay to settle the agreements, taking into consideration current and projected future interest rates as well as the creditworthiness of the parties, all of which can be validated through readily observable data from external sources (Level2*).

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The fair values of our derivative financial instruments and their classifications in our condensed consolidated balance sheets as of* September 30, 2025* and* December 31, 2024* were as follows:

In connection with the acquisition of Enercon as further described in Note3, "Acquisition", the sellers are eligible to receive an Earnout Payment based on the achievement of certain financial metrics for each of the fiscal2025 and2026 Earnout Periods. As this contingent consideration will be settled in cash by Bel if the related metrics are achieved, this contingent consideration has been classified as a liability on the accompanying balance sheets at* September 30, 2025and December 31, 2024.The earnout liabilities were initially recorded at a fair value of $3.3 million at the acquisition date, with subsequent remeasurements to fair value at September 30, 2025and December 31, 2024calculated using Level3* unobservable inputs. At* September**30,* 2025 and* December 31, 2024,inputs to the valuation approach for the contingent earnout liabilities include the Company's forecasted Enercon EBITDA (as defined under the terms of the Purchase Agreement) for each of2025* and2026, an estimated EBITDA volatility measure of 47.5% and 52.1%, respectively, an expected term of 2 years and a discount rate on the Earnout Payments of 6.70% and 6.66%, respectively. The fair value of the earnout liabilities as of* September 30, 2025and December 31, 2024*were as follows:

The change in the fair value of the earnout liabilities noted above from* December 31, 2024to September 30, 2025of $1.9 million primarily related to the passage of time and a lower discount rate assumed at the September 30, 2025date. The change in fair value was recognized and presented separately as an Earnout liability adjustment on the accompanying condensed consolidated statement of operations for thenine* months ended* September 30, 2025.Aside from the earnout liability described above, the Company doesnot* have any financial assets measured at fair value on a recurring basis categorized as Level3, and there wereno transfers in or out of Level1, Level2 or Level3 during thenine months ended* September 30, 2025or September 30, 2024.There wereno* changes to the Company’s valuation techniques used to measure fair values on a recurring or nonrecurring basis during thenine months ended* September 30, 2025or September 30, 2024.*

During2024, in connection with the Company's annual impairment test of indefinite-lived intangible assets, the Company adjusted the carrying value associated with the CUI tradename to fair value. Aside from this item, there wereno financial assets accounted for at fair value on a nonrecurring basis as of* September 30, 2025* or* December 31, 2024*.

The Company has other financial instruments, such as cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, which arenot measured at fair value on a recurring basis but are recorded at amounts that approximate fair value due to their liquid or short-term nature. The fair value of the Company’s long-term debt is estimated using a discounted cash flow method based on interest rates that are currently available for debt issuances with similar terms and maturities. At* September 30, 2025* and* December 31, 2024*, the estimated fair value of total debt was $224.4 million and $286.6 million, respectively, compared to a carrying amount of $225.0 million and $287.5 million, respectively. The Company didnot have any other financial liabilities within the scope of the fair value disclosure requirements as of* September 30, 2025*.

Nonfinancial assets and liabilities, such as goodwill, indefinite-lived intangible assets, long-lived assets and the net liability related to the put/call options pursuant to the innolectric investment agreement, are accounted for at fair value on a nonrecurring basis. These items are tested for impairment upon the occurrence of a triggering event or in the case of goodwill, on at least an annual basis. Based on the Company's assessment, it was concluded thatno triggering events occurred during thenine months ended* September 30, 2025* or* September 30, 2024*.

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The components of inventories are as follows:

Property, plant and equipment consist of the following:

Depreciation expense was $3.0 million and$2.5 million, respectively, for thethree months ended* September 30, 2025and2024* and $8.9 million and $7.1 million, respectively, for thenine months ended* September 30, 2025and2024*. Depreciation expense related to our manufacturing facilities and equipment is included in cost of sales and depreciation expense associated with administrative facilities and office equipment is included in selling, general and administrative expense within the accompanying condensed consolidated statements of operations.

At* September 30, 2025*, no property was classified as assets held for sale within other current assets on the accompanying condensed consolidated balance sheets. At* December 31, 2024*, a total of $2.1 million of property was classified as assets held for sale within other current assets on the accompanying condensed consolidated balance sheets related to property in Glen Rock, Pennsylvania and several buildings in Zhongshan, PRC. During thethree andnine months ended* September 30, 2025,*the Company recorded gains on sales related to these properties in the amounts of $1.6 million and $5.7 million, respectively.

Accrued expenses consist of the following:

The change in warranty accrual during thenine months ended* September 30, 2025* primarily related to repair costs incurred and adjustments to pre-existing warranties. There wereno new material warranty charges incurred during thenine months ended* September 30, 2025*.

Restructuring Activities:

Activity and liability balances related to restructuring costs for thenine months ended* September 30, 2025* are as follows:

The balance of accrued restructuring costs at* September 30, 2025largely related to remaining liabilities associated with the Company's facility consolidation project in the PRC wherebytwo* of our Magnetic Solutions manufacturing sites were consolidated into a single new site. During thefirst quarter of2025, the Company recorded a $3.2 million reversal of other restructuring costs as a result of a non-cash settlement of liabilities related to this same project.

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Our primary objective for holding derivative financial instruments is to manage foreign currency exchange rate risk and interest rate risk, when deemed appropriate. We enter into these contracts in the normal course of business to mitigate risks andnot for speculative purposes.

Foreign Currency Forward Contracts

Under our risk management strategy, we periodically use foreign currency forward contracts to manage our short-term exposures to fluctuations in operational cash flows resulting from changes in foreign currency exchange rates. These cash flow exposures result from portions of our forecasted operating expenses, primarily compensation and related expenses, which are transacted in currencies other than the U.S. dollar, most notably the Chinese renminbi, Mexican peso and Israeli shekel. These foreign currency forward contracts generally have maturities ofno longer thantwelve months, although occasionally we will execute a contract that extends beyondtwelve months, depending upon the nature of the underlying risk.

We held outstanding foreign currency forward contracts with notional amounts of$43.2 million and$14.2 million as of* September 30, 2025* and* December 31, 2024*, respectively. The Company's foreign currency forward contracts related to the Chinese renminbi are designated as cash flow hedges for accounting purposes and as such, changes in their fair value are recognized in accumulated other comprehensive loss in the consolidated balance sheet and are reclassified into the statement of operations within cost of goods sold in the period in which the hedged transaction affects earnings.

Interest Rate Swap Agreements

To partially mitigate risks associated with the variable interest rates on the revolver borrowings under our Credit Agreement (as defined and described in Note11, "Debt", below), in* November 2021,we executed a pay-fixed, receive-variable interest rate swap agreement with each of two multinational financial institutions under which we, prior to the January 2023amendment described below which transitioned the reference rate from LIBOR to SOFR, (i) paid interest at a fixed rate of 1.3055% and received variable interest ofone*-month LIBOR on a notional amountof $30.0 million and (ii) paid interest at a fixed rate of 1.3180% and received variable interest ofone-month LIBOR on a notional amount of$30.0 million (as amended to date, the*“2021* Swaps”). The2021 Swaps will terminate on* August 31, 2026.In January 2023,and in connection with related changes our Credit Agreement, we amended the2021* Swaps to transition the related reference rates in these agreements from LIBOR to SOFR, effective* January 31, 2023.Under the amended2021* Swaps, we are required to pay interest on the notional amount at the rateof 1.334% and 1.348%, resp ectively, in exchange for the daily SOFR rate plus 10 basis points.

The2021 Swaps are designated as cash flow hedges for accounting purposes and as such, changes in their fair value are recognized in accumulated other comprehensive loss in the consolidated balance sheet and are reclassified into the statement of operations within interest expense in the period in which the hedged transaction affects earnings.

Fair Values of Derivative Financial Instruments

See Note6, "Fair Value Measurements" for the gross fair values of the Company's derivative assets and liabilities as of* September 30, 2025* and* December 31, 2024*.

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Derivative Financial Instruments in Cash Flow Hedging Relationships

The effects of derivative financial instruments designated as cash flow hedges on accumulated other comprehensive loss (“AOCL”) and on the condensed consolidated statements of operations for thethree andnine months ended* September 30, 2025and2024* were as follows:

The gains and losses related to the foreign currency forward contracts are included as a component of currency translation adjustment on the accompanying condensed consolidated statements of comprehensive income for thethree andnine months ended* September 30, 2025* and2024.

Derivative Financial Instruments Not Designated as Hedging Instruments

Gains (losses) recognized on derivative financial instrumentsnot designated as hedging instruments in our condensed consolidated statements of operations for thethree andnine months ended* September 30, 2025and2024* were as follows:

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The Company has a Credit and Security Agreement with KeyBank National Association (as amended, the "Credit Agreement" or the "CSA") with a maximum revolving amount of $400 million.

On* May 2, 2025,Bel entered into a Fourth Amendment Agreement (the “Fourth Amendment”) to the Credit Agreement, which made certain amendments to the Credit Agreement including: (i) increasing the maximum revolving amount from $325 million to $400 million pursuant to Section2.10*(b)(i)(A) of the Credit Agreement; (ii) extending the commitment period (and the final maturity for revolving loans borrowed under the credit agreement) to* September 1, 2028;*and (iii) providing an incremental extension of credit to the Company of $75 million concurrently with the effectiveness of the Fourth Amendment, consisting of (x) a $50 million commitment from Wells Fargo Bank, N.A., which joined the Credit Agreement as a new revolving lender pursuant to the Fourth Amendment, and (y) an aggregate $25 million commitment increase, on a pro rata basis, from the existing lenders party to the Credit Agreement.

Pursuant to the Fourth Amendment, the parties additionally agreed to the text of a Conformed Amended and Restated Credit and Security Agreement (the “Conformed Amended and Restated Credit and Security Agreement”), which amended and restated the text of the Credit Agreement including so as to reflect and integrate the changes implemented pursuant to the Fourth Amendment, as well as the changes implemented pursuant to the previously disclosed First Amendment Agreement dated as of* January 12, 2023,the Second Amendment Agreement dated as of September 18, 2024and the Third Amendment Agreement dated as of November 14, 2024.*

At* September 30, 2025* and* December 31, 2024,outstanding borrowings under the revolver amounted to $225.0 million and $287.5 million, respectively. The unused credit available under the credit facility was $175.0 million at September 30, 2025* and $37.5 million at* December 31, 2024.The Company incurred $3.6 million and $0.4 million of interest expense during thethree* months ended* September 30, 2025* and2024, respectively, and $11.8 million and $1.3 million during thenine months ended* September**30,* 2025 and* September 30, 2024,respectively, in connection with interest due on its outstanding borrowings under the CSA during each period, including the effects of the2021* Swaps discussed in Note10, "Derivative Instruments and Hedging Activities", and amortization of deferred financing costs.

The effective rate of interest for our total outstanding borrowings, including the impact of the2021 Swaps, was 4.87% and 5.47%, respectively, as of* September 30, 2025and December 31, 2024.The interest rate in effect for the fixed-rate portion of our outstanding borrowings ($60 million at each of September 30, 2025and December 31, 2024)was 2.59% at September 30, 2025and 2.84% at December 31, 2024.The weighted-average interest rate in effect for the variable-rate portion of our outstanding borrowings ($165 million at September 30, 2025and $227.5 million at December 31, 2024)was 4.18% at September 30, 2025and 6.16% at December 31, 2024,and consisted of SOFR plus the Company’s credit spread at September 30, 2025and December 31, 2024,*respectively, as determined per the terms of the CSA.

The CSA contains customary representations and warranties, covenants and events of default. In addition, the CSA contains financial covenants that measure (i) the ratio of the Company’s total funded indebtedness, on a consolidated basis, less the aggregate amount of all unencumbered cash and cash equivalents, to the amount of the Company’s consolidated EBITDA (or the “Leverage Ratio”), in each case as defined and calculated in accordance with the CSA, and (ii) the ratio of the amount of the Company’s consolidated EBITDA to the Company’s consolidated fixed charges (or the “Fixed Charge Coverage Ratio”), in each case as defined and calculated in accordance with the CSA. If an event of default occurs, the lenders under the CSA would be entitled to take various actions, including the acceleration of amounts due thereunder and all actions permitted to be taken by a secured creditor.

At* September 30, 2025,*the Company was in compliance with its debt covenants, including its most restrictive covenant, the Fixed Charge Coverage Ratio.

The Company doesnot measure income tax expense for interim periods using the annual effective tax rate (“AETR”) method, as its estimated taxable income for future periods isnot determined on a legal entity basis. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company isno longer subject to U.S. federal examinations by tax authorities for years prior to2021 and state examinations for years prior to2018. For foreign subsidiaries, the Company is generallyno longer subject to tax examinations for years prior to2015 in Asia and2017 in Europe.

Due to the expiration of the statutes of limitations for certain jurisdictions, it is reasonably possible that unrecognized tax benefits related to previously filed tax returns* maymaterially change from the amounts recorded as liabilities for uncertain tax positions in the Company’s condensed consolidated financial statements as of September**30,* 2025. The Company’s liabilities for uncertain tax positions totaled $17.7 million as of* September 30, 2025,compared to $18.1 million as of December 31, 2024.Approximately $0.4 million of these liabilities are expected to be resolved within the nexttwelve* months due to statute expirations. These amounts, if recognized, would reduce the Company’s effective tax rate.

The Company’s policy is to recognize interest and penalties related to uncertain tax positions as a component of the current provision for income taxes. For thenine months ended* September 30, 2025and2024,* the Company recognized $0.2 million in each period, in interest and penalties in the condensed consolidated statements of operations. As of* September 30, 2025,the Company had accrued approximately $1.4 million for the payment of interest and penalties, compared to $1.2 million as of December 31, 2024.*These amounts are included in liability for uncertain tax positions in the condensed consolidated balance sheets.

On* July 4, 2025,the United States Congress enacted The One Big Beautiful Bill Act (the “Act”) which includes several significant corporate provisions, including the restoration of100%* bonus depreciation; the immediate expensing of domestic research and experimentation expenditures; modifications to the Section163(j) interest limitations; and updates to the rules for global intangible low-taxes income and foreign-derived intangible income.

Election to Expense Domestic Research and Experimentation Costs

In accordance with the requirements of Section174 of the Internal Revenue Code of1986, as amended (the "Internal Revenue Code"), effective for the years beginning after* December 31, 2021,taxpayers are required to capitalize and amortize domestic research and experimentation ("R&E") expenditures over afive*-year period. During thethree months ended* September 30, 2025,the Company elected, pursuant to provisions issued under the Act to expense overtwo* years the prior year capitalization of domestic R&E.

As a result of this election, the Company recognized an accelerated deduction for previously capitalized R&E expenditures incurred in the prior year, resulting in a reduction in taxable income for the current period of approximately$8.5 million. The Company’s deferred tax assets reflect the impact of the election, and the Company believes it is more likely thannot that its deferred tax assets will be realized, based on the Company’s forecasted taxable income.

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The Company maintains the Bel Fuse Inc. Employees’ Savings Plan, a defined contribution plan that is intended to meet the applicable requirements for tax-qualification under sections401(a) and (k) of the Internal Revenue Code. The expense for thethree months ended* September 30, 2025and2024* amounted to $0.3 million in each period. The expense for thenine months ended* September 30, 2025and2024* amounted to 1.2 million in each period. The Company’s matching contribution is made in the form of Bel Class A common stock. As of* September 30, 2025*, the plan owned 238,062 and 47,641 shares of Bel Class A and Class B common stock, respectively.

The Company also maintains a Nonqualified Deferred Compensation Plan (the "DCP"). With certain exceptions, the Company's contributions to the DCP are discretionary and become fully vested by the participants upon reaching age 65. The expense for thethree months ended* September 30, 2025and2024* amounted toless than $0.1 million during each period. The expense for thenine months ended* September 30, 2025* and2024 amounted to$0.1 million during each period. As the plan is fully funded, the assets and liabilities related to the DCP were in equal amounts of $1.7 million at* September 30, 2025* and $1.3 million at* December 31, 2024*. These amounts are included in other assets and other liabilities, respectively, on the accompanying condensed consolidated balance sheets as of each date.

The Company’s subsidiaries in Asia maintain a retirement fund that covers substantially all Hong Kong-based full-time employees. Retirement fund expense for thethree months ended* September 30, 2025was $0.1 million, compared to less than $0.1 million for thethree* months ended* September 30, 2024.For thenine* months ended* September 30, 2025and2024,* the expense amounted to $0.3 million and $0.2 million, respectively.

The Company maintains a SERP, which is designed to provide a limited group of key management and other key employees of the Company with supplemental retirement and death benefits. As discussed in Note6, "Fair Value Measurements", above, the Company has investments in a rabbi trust which are intended to fund the obligations of the SERP.

The components of SERP expense are as follows:

The service cost component of net benefit cost is presented within cost of sales, research and development costs or selling, general and administrative expense on the accompanying condensed consolidated statements of operations, in accordance with where compensation cost for the related associate is reported. All other components of net benefit cost, including interest cost and net amortization noted above, are presented within other income (expense), net in the accompanying condensed consolidated statements of operations.

The following amounts are recognized net of tax in accumulated other comprehensive loss:

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The components of accumulated other comprehensive loss at* September 30, 2025* and* December 31, 2024* are summarized below:

Changes in accumulated other comprehensive loss by component during thenine months ended* September 30, 2025* are as set forth below. All amounts are net of tax:

(a) This reclassification relates to the amortization of prior service costs and gains/losses associated with the Company's SERP. This expense is reflected in other income (expense), net on the accompanying condensed consolidated statements of operations.

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Legal Proceedings

The Company is party to a number of legal actions and claims,none of which individually or in the aggregate, in the opinion of management, are expected to have a material adverse effect on the Company's consolidated results of operations or consolidated financial position.

On* June 23, 2021,a patent infringement lawsuit styledBel Power Solutions, Inc. v. Monolithic Power Systems, Inc.,* Case Number6:21cv00655, was filed in the United States District Court for the Western District of Texas (Waco Division) by Bel Power Solutions, Inc. against Monolithic Power Systems, Inc. ("MPS") for infringement of various patents directed towards systems, methods and articles of manufacture that provide a substantial improvement in power control for circuits, including novel and unique point-of-load regulators. On* July 27, 2023,*the Western District of Texas court filed an Order granting MPS’s motion for summary judgment of non-infringement. The Court’s memorandum and opinion is forthcoming. The Company is evaluating its options for appeal.

In connection with the Company's2014 acquisition of the Power-One Power Solutions business ("Power Solutions") of ABB Ltd ("ABB"), there is an ongoing claim by the Arezzo Revenue Agency in Italy concerning certain tax matters related to what was then Power-One Asia Pacific Electronics Shenzhen Co. Ltd. (now Bel Power Solutions Asia Pacific Electronics Shenzhen Co. Ltd, or “BPS China”) for the years2004 to2006. In* September 2012,the Tax Court of Arezzo ruled in favor of BPS China and cancelled the claim. In February 2013,the Arezzo Revenue Agency filed an appeal of the Tax Court’s ruling. The hearing of the appeal was held on October 2, 2014.On October 13, 2014,BPS China was informed of the Regional Tax Commission of Florence ruling which was in favor of the Arezzo Revenue Agency and against BPS China. An appeal was filed on July 18, 2015before the Regional Tax Commission of Florence and rejected. On December 5, 2016,the Arezzo Revenue Agency filed an appeal with the Supreme Court and BPS China filed a counter-appeal on January 4, 2017.The Supreme Court rendered a judgment against BPS China in March 2024.BPS China filed an appeal in July 2024.The estimated liability related to this matter is approximately $12.0 million and has been included as a liability for uncertain tax positions on the accompanying condensed consolidated balance sheets at September 30,2025 and December**31,* 2024. As Bel is entitled to be fully indemnified in this matter per the terms of the stock purchase agreement with ABB, a corresponding other asset for indemnification is also included in other assets on the accompanying condensed consolidated balance sheets at* September 30, 2025and December 31, 2024.*

In connection with the Company's2021 acquisition of EOS Power ("EOS"), there is an ongoing claim asserted with respect to EOS by the Principal Commissioner of Customs (Preventive), Mumbai related to customs duties and imposed fines and penalties dating back to1994. The original demand was in the amount of approximately $1.4 million, of which EOS has paid $0.5 million. EOS filed an Appeal in2016 which is pending with the Customs, Excise and Service Tax Appellate Tribunal in Mumbai related to the $0.9 million balance of the original demand net of EOS' payment. As part of the EOS acquisition agreement entered into in* March 2021,the Company is entitled to be indemnified for this matter for a period of 7 years from the acquisition date. The Company is unable to determine at this time what amount, if any, mayultimately be due in connection with this claim. As such,no estimate was accrued as of September 30, 2025.*

The Company isnot a party to any other legal proceeding, the adverse outcome of which is likely to have a material adverse effect on the Company's consolidated financial condition or consolidated results of operations.

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The Company operates inone industry with three reportable operating segments, which represent the Company'sthree product groups, consisting of Power Solutions and Protection, Connectivity Solutions and Magnetic Solutions. The primary criteria by which financial performance is evaluated and resources are allocated are revenue and gross profit. The following is a summary of key financial data:

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