Nova Reports Record Second Quarter 2025 Financial Results

Nova (Nasdaq: NVMI) today announced financial results for the second quarter, the three-month period ended June 30, 2025.

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Second Quarter 2025 Highlights:

— Record Quarterly revenue of $220 million, a 40% increaseYoY.

— Record GAAP net income of $68.3 million, or $2.14 per diluted share, exceeding the Company guidance, a 52% increase YoY.

— Record non-GAAP net income of $70.4 million, or $2.20 per diluted share, exceeding the Company guidance, a 37% increase YoY.

— Record revenue from Foundry/Logic, driven by demand for unique metrology solutions in advanced nodes.

— Record revenue from chemical metrology sales, driven by HBM demand and expanding adoption of front-end chemical solutions.

GAAP Results (K)

Q22025 Q12025 Q2 2024Revenues $219,989 $213,356 $156,858Net Income $68,291 $64,823 $45,142Earnings per Diluted Share $2.14 $2.03 $1.41

Non-GAAP Results (K)

Q22025 Q12025 Q2 2024Net Income $70,400 $69,958 $51,956Earnings per Diluted Share $2.20 $2.18 $1.61

A reconciliationbetweenGAAPoperatingresults andnon-GAAPoperatingresults isprovidedfollowing thefinancialstatements included in this release. See also “Use of Non-GAAP Adjusted Financial Measures” section.

Management Comments

“We are proud to report another quarter of record revenue, with top-line performance landing at the high end of our guidance range and earnings results that meaningfully outpaced our profit outlook,” said Gaby Waisman, President and CEO. “Our most advanced tools have achieved an impressive client adoption and endorsement, driving regional and diverse product segment penetration. Powered by this positive customer-led momentum and our advanced portfolio aligned with market demand, we expect Nova to outperform WFE in 2025.”

2025 Third Quarter Financial Outlook

Management provided an outlook for the third quarter, the period ending September 30, 2025. Based on current estimates, management expects:

— $215 million to $227 million in revenue

— $1.77 to $1.97 in diluted GAAP EPS

— $2.02 to $2.22 in diluted non-GAAP EPS

2025 Second Quarter Results

Totalrevenues forthesecond quarter of 2025 were$220 million,an increase of3%compared withthefirst quarter of 2025 and an increase of 40% compared with the second quarter of 2024.

Gross margin in the second quarter of 2025 was 57.8%, comparedwith57.3% in thefirst quarter of 2025 and 59.0% in the second quarter of 2024.

Operating expenses in the second quarter of 2025 were $61.6 million, compared with $59.1 million in the first quarter of 2025 and $46.9million in the second quarter of 2024.

On a GAAP basis, the Company reported net income of $68.3 million, or $2.14 per diluted share, in the second quarter of 2025. This is compared with net income of $64.8 million, or $2.03 per diluted share, in the first quarter of 2025, and $45.1 million, or $ 1.41 per diluted share, in the second quarter of 2024.

On a non-GAAP basis, the Company reported net income of $70.4 million, or $2.20 per diluted share, in the second quarter of 2025. This is compared with net income of $70.0 million, or $2.18 per diluted share, in the first quarter of 2025, and $52.0 million, or $1.61 per diluted share, in the second quarter of 2024.

Conference Call Information

Nova will host a conference call today, Aug 7, 2025, at 8:30 a.m. Eastern Time, to discuss the Company's second quarter 2025financial resultsandoutlook.Toattendtheconferencecall,pleasedialoneofthefollowingteleconferencing numbers. Please begin by placing your calls five minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-innumber.

U.S. TOLL-FREE Dial-in Number: 1-833-816-1427 ISRAEL TOLL-FREE Dial-in Number: 1-809-213-284 INTERNATIONAL Dial-in Number: 1-412-317-0519

At: 8:30 a.m. Eastern Time 5:30 a.m. Pacific Time

The conference call will also be webcast live from a Link on Nova's website at https://www.novami.com/investors/events/.

A replay of the conference call will be available from August 7, 2025, at 11:30 a.m. Eastern Time until August 14, 2025, at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay Dial-in U.S. TOLL-FREE: 1-877-344-7529 Replay Dial-in INTERNATIONAL: 1-412-317-0088 Replay Pin Number: 1180959 A replay will also be available for 90 days on Nova's website link at https://www.novami.com/investors/events/.

About Nova Nova is a leading innovator and key provider of material, optical and chemical metrology solutions for advanced process control in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art, high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova's product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into developing and producing the most advanced semiconductor devices. Nova's unique capability to deliver innovative solutions enables its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices worldwide. Additional information may be found on Nova's website link – https://www.novami.com/.

Nova is traded on the Nasdaq and TASE, Nasdaq ticker symbol NVMI.

Use of Non-GAAP Adjusted Financial Measures This press release provides financial measures that exclude amortization of acquired intangible assets, inventory step-up, stock-based compensation expenses, acquisition related expenses, revaluation of operating lease liabilities and remeasurement of intercompany loans, amortization of issuance costs and tax effect of non-GAAP adjustment, as applicable, and are therefore not calculated in accordance with generally accepted accounting principles (GAAP). Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding Nova's performance because they reflect our operational results and enhance management's and investors' ability to evaluate Nova's performance before charges or benefits considered by management to be outside Nova's ongoing operating results. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management believes that it is in the best interest of its investors to provide financial information that will facilitate comparison of both historical and future results and allow greater transparency to supplemental information used by management in its financial and operational decision making. A reconciliation of each GAAP to non-GAAP financial measure discussed in this press release is contained in the accompanying financial tables.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: increased information technology security threats and sophisticated computer crime; foreign political and economic risks including supply-chain difficulties; regulations that could restrict our operations such as economic sanctions and export restrictions; changes in U.S. trade policies; indirect effects of the Russia – Ukraine conflict; market instability including inflation and recessionary pressures; risks related to doing business with China; catastrophic events; inability to protect our intellectual property; open source technology exposure, including risks related to artificial intelligence; failure to compete effectively or to respond to rapid technological changes; consolidation in our industry; difficulty in predicting the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; difficulty in integrating current or future acquisitions; lengthy sales cycle and customer delays in orders; risks related to conditions in Israel, including related to the war against Hamas and other terrorist organizations; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova's Annual Report on Form 20-F for the year ended December 31, 2024, filed with the Securities and Exchange Commission on February 20, 2025. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

(Tables to Follow)

NOVA LTD.CONDENSED CONSOLIDATED BALANCE SHEETS(U.S. dollars in thousands) – (Unaudited) As of June 30, December 31,ASSETS 2025 2024Current assetsCash and cash equivalents 160,563 157,779Short-term interest-bearing bank deposits 208,385 211,877Marketable securities 187,837 216,910Trade accounts receivable, net 138,407 139,318Inventories 182,020 156,599Other current assets 24,145 19,466Total current assets 901,357 901,949Non-current assetsMarketable securities 287,525 225,818Interest-bearing bank deposits and restricted deposits 11,897 7,847Deferred tax assets 35,357 31,639Operating lease right-of-use assets 52,440 51,193Property plant and equipment, net 92,019 81,746Intangible assets, net 50,411 31,458Goodwill 90,736 48,317Other long-term assets 11,884 10,455Total non-current assets 632,269 488,473Total assets 1,533,626 1,390,422LIABILITIES AND SHAREHOLDERS' EQUITYCurrent liabilitiesConvertible senior notes, net 149,967 180,564Trade accounts payable 53,594 59,578Deferred revenues 64,518 72,886Operating lease current liabilities 6,972 7,169Other current liabilities 75,902 68,033Total current liabilities 350,953 388,230Non-current liabilitiesOperating lease long-term liabilities 52,294 48,363Long-term deferred tax liability 13,971 8,495Other long-term liabilities 19,998 17,539Total non-current liabilities 86,263 74,397Shareholders' equity 1,096,410 927,795Total liabilities and shareholders' equity 1,533,626 1,390,422NOVA LTD.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(U.S. dollars in thousands, except per share data) – (Unaudited) Three months ended Six months ended June 30, June 30, 2025 2024 2025 2024Revenues:Products 177,829 124,596 351,771 236,166Services 42,160 32,262 81,574 62,490Total revenues 219,989 156,858 433,345 298,656Total cost of revenues 92,743 64,297 183,796 122,834Gross profit 127,246 92,561 249,549 175,822Operating expenses:Research and development, net 35,446 25,513 68,680 50,265Sales and marketing 19,861 16,023 39,649 32,516General and administrative 6,296 5,407 12,345 10,203Total operating expenses 61,603 46,943 120,674 92,984Operating income 65,643 45,618 128,875 82,838Financing income, net 15,177 7,961 28,114 13,961Income before taxes on income 80,820 53,579 156,989 96,799Income tax expenses 12,529 8,437 23,875 14,797Net income for the period 68,291 45,142 133,114 82,002Earnings per share:Basic 2.32 1.55 4.54 2.83Diluted 2.14 1.41 4.17 2.56Shares used in calculation of earnings per share(in thousands):Basic 29,422 29,048 29,315 29,018Diluted 32,053 32,239 32,030 32,221NOVA LTD.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(U.S. dollars in thousands) – (Unaudited) Three months Six months ended June 30, ended June 30, 2025 2024 2025 2024Cash flows from operating activities:Net income 68,291 45,142 133,114 82,002Adjustments to reconcile net income to net cash provided byoperating activities:Depreciation of property and equipment 3,242 2,918 6,328 5,821Amortization of intangible assets 2,228 1,441 4,044 2,909Amortization of premium and accretion of discount on (1,345) (1,777) (2,888) (3,425)marketable securities, netAmortization of debt discount and issuance costs 278 322 568 644Share-based compensation 6,257 6,294 12,633 12,666Net effect of exchange rate fluctuation (11,179) 678 (15,056) 1,935Changes in assets and liabilities:Trade accounts receivable, net (8,995) 5,602 6,480 17,004Inventories (6,295) (8,760) (15,394) (20,278)Other current and long-term assets 7,158 2,915 (5,930) (567)Deferred tax, net (3,508) (1,583) (6,144) (2,349)Operating lease right-of-use assets (2,359) 1,101 (1,881) 2,145Trade accounts payable (1,674) 1,649 (1,717) 5,624Deferred revenues (4,992) 7,395 (12,431) 12,279Operating lease liabilities 5,230 (1,933) 4,368 (3,499)Other current and long-term liabilities (7,054) (1,038) 7,761 6,855Accrued severance pay, net 378 (37) 355 1Net cash provided by operating activities 45,661 60,329 114,210 119,767Cash flows from investment activities:Acquisition of subsidiary, net of acquired cash (4,658) – (56,355) -Change in short-term and long-term interest-bearing bank deposits 2,157 (43,757) (129) (82,016)Investment in marketable securities (74,529) (81,393) (156,799) (146,548)Proceeds from maturity of marketable securities 51,092 79,503 130,160 136,752Purchase of property and equipment (2,738) (2,412) (11,595) (5,180)Net cash used in investing activities (28,676) (48,059) (94,718) (96,992)Cash flows from financing activities:Purchases of treasury shares – – (20,002) -Net cash provided by financing activities – – (20,002) -Effect of exchange rate fluctuations on cash and cash equivalents 2,841 (23) 3,612 4and restricted cashChanges in cash and cash equivalents and restricted cash 19,826 12,247 3,102 22,779Cash and cash equivalents – beginning of period 141,055 118,106 157,779 107,574Cash and cash equivalents and restricted cash – end of period 160,881 130,353 160,881 130,353NOVA LTD.RECONCILIATION OF GAAP TO NON-GAAP RESULTS(U.S. dollars in thousands, except percentage and per share data) – (Unaudited) Three months ended June30, March 31, June30, 2025 2025 2024GAAP gross profit 127,246 122,303 92,561Stock-based compensation* 1,769 1,847 1,723Amortization of acquired intangible assets 2,039 1,670 1,356Acquisition related inventory step-up 910 1,348 -Non-GAAP gross profit 131,964 127,168 95,640GAAP gross margin as a percentage of revenues 58% 57% 59%Non-GAAP gross margin as a percentage of revenues 60% 60% 61%GAAP operating income 65,643 63,232 45,618Stock-based compensation* 6,257 6,376 6,294Acquisition related inventory step-up 910 1,348 -Acquisition related expenses – 859 -Amortization of acquired intangible assets 2,228 1,816 1,441Non-GAAP operating income 75,038 73,631 53,353GAAP operating margin as a percentage of revenues 30% 30% 29%Non-GAAP operating margin as a percentage of revenues 34% 35% 34%GAAP net income 68,291 64,823 45,142Stock-based compensation* 6,257 6,376 6,294Acquisition related inventory step-up 910 1,348 -Acquisition related expenses – 859 -Amortization of acquired intangible assets 2,228 1,816 1,441Amortization of debt issuance costs 278 290 322Revaluation of operating lease and intercompany loans (6,955) (4,796) (69)Tax effect of non-GAAP adjustments (609) (758) (1,174)Non-GAAP net income 70,400 69,958 51,956GAAP basic earnings per share 2.32 2.22 1.55Non-GAAP basic earnings per share 2.39 2.39 1.79GAAP diluted earnings per share 2.14 2.03 1.41Non-GAAP diluted earnings per share 2.20 2.18 1.61Shares used for calculation of earnings per share(in thousands):Basic 29,422 29,262 29,048Diluted 32,053 32,062 32,239

* Stock-based compensation for the three months ended June 30, 2025 included in – Cost of revenues – 1,769; Research and development, net – 2,753; Sales and marketing – 1,209; General and administrative – 526.

NOVA LTD.SUPPLEMENTAL INFORMATION – RECONCILIATION OF THIRD QUARTER 2025GAAP TO NON-GAAP GUIDANCE(U.S. dollars) (Unaudited) Low HighEstimated GAAP net income per diluted share 1.77 1.97Estimated non-GAAP items:Stock-based compensation 0.20 0.20Amortization of acquired intangible assets 0.09 0.09Amortization of issuance costs 0.01 0.01Tax effect of non-GAAP adjustments (0.05) (0.05)Estimated non-GAAP net income per diluted share 2.02 2.22

Company Contact:Guy Kizner, Chief Financial OfficerTel: +972-73-229-5760E-mail – investors@novami.comNova website link- https://www.novami.com/

Investor Relations Contact:Miri Segal MS-IR LLCTel: +917-607-8654E-mail – msegal@ms-ir.com

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