ARM HOLDINGS PLC /UK files 6-K: foreign-issuer report (6-K)

Arm Holdings plc 110 Fulbourn Road Cambridge CB1 9NJ United Kingdom

Quarterly report for the three and six months ended September 30, 2026 .

Incorporation by Reference

This Report on Form 6-K shall be deemed to be incorporated by reference into the registration statements on Form S-8 of Arm Holdings plc (File Nos. 333-274544, 333-287614, and 333-295884), including any prospectuses forming a part of such registration statements, and to be a part thereof from the date on which this Report on Form 6-K is filed with the U.S. Securities and Exchange Commission (the “SEC”), to the extent not superseded by documents or reports subsequently filed or furnished.

Background and Certain Defined Terms

In this Report, unless otherwise specified, “the Company,” “Arm,” “we,” “our” and “us” refer to Arm Holdings plc and its wholly owned subsidiaries, as the context may require.

The term “Annual Report” refers to Arm’s annual report on Form 20-F for the fiscal year ended March 31, 2026 , filed with the SEC on May 26, 2026 .

Page Financial Statements (Unaudited)

Condensed Consolidated Income Statements for the three and six months ended September 30, 2026 and 2025 4

Condensed Consolidated Statements of Comprehensive Income for the three and six months ended September 30, 2026 and 2025 5

Condensed Consolidated Statements of Shareholders’ Equity for the three and six months ended September 30, 2026 and 2025 8

Condensed Consolidated Statements of Cash Flows for the six months ended September 30, 2026 and 2025 10

Notes to the Condensed Consolidated Financial Statements 12

Management's Discussion and Analysis of Financial Condition and Results of Operations 34

Arm Holdings plc Condensed Consolidated Income Statements (in millions, except per share amounts)

(Unaudited)

See accompanying notes to the condensed consolidated financial statements.

Arm Holdings plc Condensed Consolidated Statements of Comprehensive Income (in millions)

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Arm Holdings plc Condensed Consolidated Balance Sheets (in millions, except par value)

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(Unaudited)

Arm Holdings plc Condensed Consolidated Statements of Shareholders’ Equity (in millions)

(Unaudited)

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Arm Holdings plc Condensed Consolidated Statements of Cash Flows (in millions)

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Arm Holdings plc Notes to Condensed Consolidated Financial Statements (Unaudited)

1 - Description of Business and Summary of Significant Accounting Policies

Description of Business Arm Holdings plc and its wholly owned subsidiaries (the “Company” and also referred to as “we,” “our” or “us”) is a global leader in the semiconductor industry. The Company’s principal operations and activities are the licensing, marketing, research and development of central processing unit (“CPU”) intellectual property (“IP”), graphics processing unit IP, systems IP, compute subsystems (“CSS”), and associated software, tools and other related services. In March 2026, the Company announced the expansion of its compute platform into production silicon products with the Arm AGI CPU.

Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the U.S. (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in the accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the fiscal year ended March 31, 2026, in our Annual Report.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting of only normal recurring adjustments, which are necessary for the fair statement of the unaudited condensed consolidated balance sheets, income statements, statements of comprehensive income, shareholders’ equity and cash flows for these interim periods. The results for the interim periods are not necessarily indicative of results for the full fiscal year.

Principles of Consolidation

The accompanying financial statements include the accounts of the Company, its wholly owned subsidiaries and the Arm Employee Benefit Trust (the “EBT”). All intercompany balances and transactions have been eliminated in consolidation.

The financial statements consolidate all of the Company’s affiliates, and the entities where the Company holds a controlling financial interest, because the Company holds a majority voting interest. The Company reevaluates whether there is a controlling financial interest in all entities when rights and interests change.

Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to such estimates include, but are not limited to, revenue recognition, allowance for expected credit losses, income taxes, share-based compensation, impairment considerations for long-lived assets, fair value estimates and impairment for investments. The Company evaluates these estimates on an ongoing basis and revises estimates as circumstances change. The Company bases its estimates on historical experience, anticipated results, trends, and other various assumptions that it believes are reasonable. Actual results could differ materially from the Company’s estimates.

Business Combinations

The Company uses the acquisition method of accounting for business combinations, which requires separate recognition of assets acquired and liabilities assumed from goodwill, based on their estimated fair values at the time of acquisition. Goodwill as of the acquisition date is measured as the excess of consideration transferred and the fair value of any non-controlling interests in the acquiree over the net of the estimated acquisition date fair values of the assets acquired and liabilities assumed. The estimates and assumptions used in valuing intangible assets, including in-process research and development (“IPR&D”), include, but are not limited to, the estimated costs to replace the intangible assets, the time

required to replace such assets, developer's profit, and a required rate of return. Although the Company’s fair value estimates are based upon assumptions believed to be reasonable, these estimates and assumptions are inherently uncertain and subject to refinement.

As a result, during the measurement period up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon conclusion of the measurement period or final determination of fair values of the purchase price of an acquisition, whichever comes first, any subsequent adjustments are recorded in earnings in the Consolidated Income Statements. Acquisition-related expenses are recognized separately from the acquisition and expensed as incurred.

Recently adopted accounting pronouncements

Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses for Accounts Receivable and Contract Assets : In July 2025, the FASB issued ASU 2025-05, which provides a practical expedient to measure credit losses on current accounts receivable and current contract assets under Accounting Standards Codification 606, Revenue from Contracts with Customers . The practical expedient assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset. ASU 2025-05 is effective for the Company’s fiscal year ending March 31, 2027, and interim periods in the same annual reporting period. Early adoption is permitted. The Company adopted ASU 2025-05 on a prospective basis in the fiscal year beginning April 1, 2026. The adoption of ASU 2025-05 did not have a material impact on the Company’s consolidated financial statement disclosures.