BHEBENCHMARK ELECTRONICS INC

Printed Circuit Boards

Revenue: $2.7B; 0.4% YoY
Operating margin: 2.8%; 30% YoY
EBITDA: $124M; 20% YoY
Market cap: $2.4B
Employees: 11,840; $232K revenue each
Net debt / EBITDA: -1.1×; −$137M net debt
AI in 10-K: 2.2; mentions per 10K words

Takeover score 5 of 13

Fixable underperformance 1 of 7

TSR below peersYes
5 of 5 years
3+ of last 5 years
High CEO pay despite TSRNo
—
Median CEO pay ≥ $15M while TSR trails
Earnings not backed by cashNo
499% of net income
Cash flow under 80% of net income
Dilutive SBCNo
1% of revenue
Over 10% of revenue
Payouts exceed cash flowNo
41% of cash flow
Buybacks + dividends over cash flow
Goodwill-heavyNo
8% of assets
Over 40% of assets
Shareholder dissentNo
99% lowest support
Any vote under 80% support

Buyer economics 3 of 4

Low revenue per employeeYes
$232K · 24th pct
Bottom quartile of its SIC industry
Quiet on AINo
2.2 per 10K words · 58th pct
Bottom quartile of AI mentions in 10-Ks
Net cashYes
Net cash · 1.1× EBITDA
More cash than debt, positive EBITDA
Buyout-sizedYes
$2.4B market cap
Market cap $500M–$5B

Catalysts 1 of 2

Active 13DNo
0 filings
Active-intent 13D in 18 months
Net insider sellingYes
−$13M net
Net sales over $10M in 12 months

Financials

Metric	FY2021	FY2022	FY2023	FY2024	FY2025	YoY	Trend
Revenue	$2.3B	$3.0B	$3.0B	$2.8B	$2.7B	0.4%
Operating income	$53M	$90M	$110M	$109M	$76M	30%
Net income	$36M	$68M	$69M	$61M	$25M	59%
Operating cash flow	−$3M	−$177M	$174M	$189M	$124M	34%
Capex	$39M	$43M	$73M	$31M	$36M	14%
Stock-based comp	$15M	$18M	$15M	$13M	$17M	29%
Buybacks	$40M	$9M	$0	$5M	$27M	426%
Dividends	$23M	$23M	$23M	$24M	$24M	2.1%

Deal filings

None.

13D filers

Filed	Filer	Form	Stake	Intent
Mar 8, 2019	Engaged Capital LLC	SC 13D/A	4.2%	Passive
Feb 26, 2019	Engaged Capital LLC	SC 13D/A	5.2%	Active
Jan 30, 2019	Engaged Capital LLC	SC 13D/A	5.1%	Active
Jan 4, 2019	Engaged Capital LLC	SC 13D	5.1%	Passive

Insider trading

Open-market buys, 12 mo: $0 · 0
Open-market sells, 12 mo: $13M · 19
Net: −$13M

Pay vs performance

Year	CEO total comp	Comp actually paid	TSR (indexed)	Peer TSR
FY2025	—	—	177	185
FY2024	—	—	149	151
FY2023	—	—	89	120
FY2022	—	—	84	126
FY2021	—	—	83	127