8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 23, 2023

DYCOM INDUSTRIES, INC.

(Exact name of Registrant as specified in its charter)

Florida	001-10613			59-1277135
(State or other jurisdiction of incorporation)	(Commission file number)			(I.R.S. employer identification no.)
	11780 U.S. Highway One, Suite 600
	Palm Beach Gardens,	FL	33408
	(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (561) 627-7171

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common stock, par value $0.33 1/3 per share	DY	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐    Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02 Results of Operations and Financial Condition.

On August 23, 2023, Dycom Industries, Inc. (the “Company”) issued a press release reporting fiscal 2024 second quarter results. The Company also provided forward guidance. Additionally, on August 23, 2023, the Company made available related materials to be discussed during the Company’s webcast and conference call referred to in such press release. A copy of the press release and related conference call materials are furnished as Exhibits 99.1, 99.2, and 99.3, respectively, to this Current Report on Form 8-K and are incorporated into Item 2.02 of this Current Report on Form 8-K by reference.

The information in the preceding paragraphs, as well as Exhibits 99.1, 99.2, and 99.3, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference into another filing under the Exchange Act or the Securities Act of 1933 (the “Securities Act”) if such subsequent filing specifically references this Current Report on Form 8-K.

Forward Looking Statements 

This Current Report on Form 8-K, including the press release and related slide presentation and Non-GAAP reconciliations that are furnished as exhibits to this Current Report on Form 8-K, contain forward-looking statements as contemplated by the 1995 Private Securities Litigation Reform Act. These statements are subject to change. Forward-looking statements are based on management’s current expectations, estimates and projections. These statements are subject to risks and uncertainties that may cause actual results for completed periods and periods in the future to differ materially from the results projected or implied in any forward-looking statements contained in this press release. The most significant of these risks and uncertainties are described in the Company’s Form 10-K, Form 10-Q, and Form 8-K reports (including all amendments to those reports) and include future economic conditions and trends including the potential impacts of an inflationary economic environment, changes to customer capital budgets and spending priorities, the availability and cost of materials, equipment and labor necessary to perform our work, the adequacy of the Company’s insurance and other reserves and allowances for doubtful accounts, whether the carrying value of the Company’s assets may be impaired, the future impact of any acquisitions or dispositions, adjustments and cancellations of the Company’s projects, the impact to the Company’s backlog from project cancellations or postponements, the impacts of pandemics and public health emergencies, the impact of varying climate and weather conditions, the anticipated outcome of other contingent events, including litigation or regulatory actions involving the Company, the adequacy of our liquidity, the availability of financing to address our financials needs, the Company’s ability to generate sufficient cash to service its indebtedness, the impact of restrictions imposed by the Company’s credit agreement, and other risks and uncertainties detailed from time to time in the Company’s filings with the Securities and Exchange Commission. These filings are available on a web site maintained by the Securities and Exchange Commission at http://www.sec.gov. The Company does not undertake any obligation to update forward-looking statements.

Item 9.01 Financial Statement and Exhibits.

(d)Exhibits

99.1	Press release dated August 23, 2023 by Dycom Industries, Inc. reporting fiscal 2024 second quarter results.
99.2	Slide presentation relating to the webcast and conference call to be held on August 23, 2023.
99.3	Reconciliation of Non-GAAP financial measures included in slide presentation.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: August 23, 2023

DYCOM INDUSTRIES, INC. (Registrant)
By:	/s/ Ryan F. Urness
Name:	Ryan F. Urness
Title:	Vice President, General Counsel and Corporate Secretary

EX-99.1

Exhibit 99.1

	NEWS RELEASE
	August 23, 2023

DYCOM INDUSTRIES, INC. ANNOUNCES FISCAL 2024 SECOND QUARTER RESULTS

Second Quarter Highlights

•Contract revenues of $1.042 billion; 7.1% growth year over year

•Non-GAAP Adjusted EBITDA of $130.8 million, or 12.6% of contract revenues

•Net Income of $60.2 million, or $2.03 per common share diluted

Palm Beach Gardens, Florida, August 23, 2023 - Dycom Industries, Inc. (NYSE: DY) announced today its results for the second quarter ended July 29, 2023. Contract revenues were $1.042 billion for the quarter ended July 29, 2023, compared to $972.3 million in the year ago quarter, an increase of 7.1%. Non-GAAP Adjusted EBITDA was $130.8 million, or 12.6% of contract revenues, for the quarter ended July 29, 2023, compared to $104.7 million, or 10.8% of contract revenues, in the year ago quarter.

Net income was $60.2 million, or $2.03 per common share diluted, for the quarter ended July 29, 2023, compared to $43.9 million, or $1.46 per common share diluted, in the year ago quarter.

Year-to-Date Highlights

Contract revenues were $2.087 billion for the six months ended July 29, 2023, compared to $1.849 billion for the comparable year ago period, an increase of 12.9%. Non-GAAP Adjusted EBITDA was $244.3 million, or 11.7% of contract revenues, for the six months ended July 29, 2023, compared to $168.4 million, or 9.1% of contract revenues, in the comparable year ago period.

Net income was $111.8 million, or $3.76 per common share diluted, for the six months ended July 29, 2023, compared to $63.4 million, or $2.11 per common share diluted, for the comparable year ago period.

During the six months ended July 29, 2023, the Company purchased 225,000 shares of its own common stock in open market

transactions for $20.3 million at an average price of $90.21 per share.

Outlook

The Company expects organic contract revenues for the quarter ending October 28, 2023 to be in line with contract revenues for the quarter ended October 29, 2022. In addition, the Company expects approximately $30 million of acquired contract revenues for the quarter ending October 28, 2023. Non-GAAP Adjusted EBITDA as a percentage of contract revenues for the quarter ending October 28, 2023 is expected to increase 50 to 100 basis points as compared to the quarter ended October 29, 2022. For additional information regarding the Company’s outlook, please see the presentation materials available on the Company’s website posted in connection with the conference call discussed below.

Use of Non-GAAP Financial Measures

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). In quarterly results releases, trend schedules, conference calls, slide presentations, and webcasts, the Company may use or discuss Non-GAAP financial measures, as defined by Regulation G of the Securities and Exchange Commission. See Reconciliation of Non-GAAP Financial Measures to Comparable GAAP Financial Measures in the press release tables that follow.

Conference Call Information and Other Selected Data

The Company will host a conference call to discuss fiscal 2024 second quarter results on Wednesday, August 23, 2023 at 9:00 a.m. Eastern time. Interested parties may participate in the question and answer session of the conference call by registering at https://register.vevent.com/register/BI288e769471ed45fd907adb9c35fcd006. Upon registration, participants will receive a dial-in number and unique PIN to access the call. Participants are encouraged to join approximately ten minutes prior to the scheduled start time.

For all other attendees, a live listen-only audio webcast of the call, including an accompanying slide presentation, can be accessed directly at https://edge.media-server.com/mmc/p/gexod6ui. A replay of the live webcast and the related materials will be available on the Company's Investor Center website at https://dycomind.com/investors for approximately 120 days following the event.

About Dycom Industries, Inc.

Dycom is a leading provider of specialty contracting services to the telecommunications infrastructure and utility industries throughout the United States. These services include program management; planning; engineering and design; aerial, underground, and wireless construction; maintenance; and fulfillment services. Additionally, Dycom provides underground facility locating services for various utilities, including telecommunications providers, and other construction and maintenance services for electric and gas utilities.

Forward Looking Information

This press release contains forward-looking statements within the meaning of the 1995 Private Securities Litigation Reform Act. These forward-looking statements include those related to the outlook for the quarter ending October 28, 2023, including, but not limited to, those statements found under the “Outlook” section of this press release. Forward-looking statements are based on management’s expectations, estimates and projections, are made solely as of the date these statements are made, and are subject to both known and unknown risks and uncertainties that may cause the actual results and occurrences discussed in these forward-looking statements to differ materially from those referenced or implied in the forward-looking statements contained in this press release. The most significant of these known risks and uncertainties are described in the Company’s Form 10-K, Form 10-Q, and Form 8-K reports (including all amendments to those reports) and include future economic conditions and trends including the potential impacts of an inflationary economic environment, changes to customer capital budgets and spending priorities, the availability and cost of materials, equipment and labor necessary to perform our work, the adequacy of the Company’s insurance and other reserves and allowances for doubtful accounts, whether the carrying value of the Company’s assets may be impaired, the future impact of any acquisitions or dispositions, adjustments and cancellations of the Company’s projects, the impact to the Company’s backlog from project cancellations or postponements, the impacts of pandemics and public health emergencies, the impact of varying climate and weather conditions, the anticipated outcome of other contingent events, including litigation or regulatory actions involving the Company, the adequacy of our liquidity, the availability of financing to address our financials needs, the Company’s ability to generate sufficient cash to service its indebtedness, the impact of restrictions imposed by the Company’s credit agreement, and other risks and uncertainties detailed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company does not undertake any obligation to update its forward-looking statements.

For more information, contact:

Callie Tomasso, Investor Relations

Email: investorrelations@dycomind.com

Phone: (561) 627-7171

---Tables Follow---

2

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
Unaudited
	July 29, 2023		January 28, 2023
ASSETS
Current assets:
Cash and equivalents	$	83,377	$	224,186
Accounts receivable, net	1,214,450		1,067,013
Contract assets	77,254		43,932
Inventories	117,225		114,972
Income tax receivable	10,659		3,929
Other current assets	52,282		38,648
Total current assets	1,555,247		1,492,680
Property and equipment, net	393,233		367,852
Operating lease right-of-use assets	72,790		67,240
Goodwill and other intangible assets, net	352,132		359,111
Other assets	22,199		26,371
Total assets	$	2,395,601	$	2,313,254
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	204,776	$	207,739
Current portion of debt	17,500		17,500
Contract liabilities	20,864		19,512
Accrued insurance claims	45,225		41,043
Operating lease liabilities	29,348		27,527
Income taxes payable	—		14,896
Other accrued liabilities	141,733		141,334
Total current liabilities	459,446		469,551
Long-term debt	799,395		807,367
Accrued insurance claims - non-current	49,293		49,347
Operating lease liabilities - non-current	43,213		39,628
Deferred tax liabilities, net - non-current	61,177		60,205
Other liabilities	19,031		18,401
Total liabilities	1,431,555		1,444,499
Total stockholders’ equity	964,046		868,755
Total liabilities and stockholders’ equity	$	2,395,601	$	2,313,254

3

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except share amounts)
Unaudited
	Quarter		Quarter		Six Months		Six Months
	Ended		Ended		Ended		Ended
	July 29, 2023		July 30, 2022		July 29, 2023		July 30, 2022
Contract revenues	$	1,041,535	$	972,273	$	2,087,009	$	1,848,573
Costs of earned revenues, excluding depreciation and amortization	830,409		797,980		1,683,775		1,543,710
General and administrative1	84,832		73,336		167,188		142,716
Depreciation and amortization	37,993		35,345		75,265		71,981
Total	953,234		906,661		1,926,228		1,758,407
Interest expense, net	(12,277)		(9,347)		(23,649)		(18,465)
Other income, net	5,731		2,587		10,722		7,381
Income before income taxes	81,755		58,852		147,854		79,082
Provision for income taxes2	21,509		14,996		36,085		15,690
Net income	$	60,246	$	43,856	$	111,769	$	63,392
Earnings per common share:
Basic earnings per common share	$	2.05	$	1.48	$	3.81	$	2.14
Diluted earnings per common share	$	2.03	$	1.46	$	3.76	$	2.11
Shares used in computing earnings per common share:
Basic	29,328,218		29,540,174		29,348,700		29,579,498
Diluted	29,610,946		29,943,422		29,708,025		30,021,486

4

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO COMPARABLE GAAP FINANCIAL MEASURES
(Dollars in thousands)
Unaudited
NET INCOME AND NON-GAAP ADJUSTED EBITDA
	Quarter			Quarter			Six Months			Six Months
	Ended			Ended			Ended			Ended
	July 29, 2023			July 30, 2022			July 29, 2023			July 30, 2022
Reconciliation of net income to Non-GAAP Adjusted EBITDA:
Net income	$	60,246		$	43,856		$	111,769		$	63,392
Interest expense, net	12,277			9,347			23,649			18,465
Provision for income taxes	21,509			14,996			36,085			15,690
Depreciation and amortization	37,993			35,345			75,265			71,981
Earnings Before Interest, Taxes, Depreciation & Amortization ("EBITDA")	132,025			103,544			246,768			169,528
Gain on sale of fixed assets	(7,558)			(3,467)			(15,374)			(8,856)
Stock-based compensation expense	6,323			4,630			12,942			7,758
Non-GAAP Adjusted EBITDA	$	130,790		$	104,707		$	244,336		$	168,430
Non-GAAP Adjusted EBITDA % of contract revenues	12.6		%	10.8		%	11.7		%	9.1		%

5

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

TO COMPARABLE GAAP FINANCIAL MEASURES (CONTINUED)

Explanation of Non-GAAP Financial Measures

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). In the Company’s quarterly results releases, trend schedules, conference calls, slide presentations, and webcasts, it may use or discuss Non-GAAP financial measures, as defined by Regulation G of the Securities and Exchange Commission. The Company believes that the presentation of certain Non-GAAP financial measures in these materials provides information that is useful to investors because it allows for a more direct comparison of the Company’s performance for the period reported with the Company’s performance in prior periods. The Company cautions that Non-GAAP financial measures should be considered in addition to, but not as a substitute for, the Company’s reported GAAP results. Management defines the Non-GAAP financial measures used as follows:

•Non-GAAP Organic Contract Revenues - contract revenues from businesses that are included for the entire period in both the current and prior year periods, excluding contract revenues from storm restoration services. Non-GAAP Organic Contract Revenue change percentage is calculated as the change in Non-GAAP Organic Contract Revenues from the comparable prior year period divided by the comparable prior year period Non-GAAP Organic Contract Revenues. Management believes Non-GAAP Organic Contract Revenues is a helpful measure for comparing the Company’s revenue performance with prior periods.

•Non-GAAP Adjusted EBITDA - net income before interest, taxes, depreciation and amortization, gain on sale of fixed assets, stock-based compensation expense, and certain non-recurring items. Management believes Non-GAAP Adjusted EBITDA is a helpful measure for comparing the Company’s operating performance with prior periods as well as with the performance of other companies with different capital structures or tax rates.

6

Notes

1 Includes stock-based compensation expense of $6.3 million and $4.6 million for the quarters ended July 29, 2023 and July 30, 2022, respectively, and $12.9 million and $7.8 million for the six months ended July 29, 2023 and July 30, 2022, respectively.

2 Net income for the quarters ended July 29, 2023 and July 30, 2022 includes income tax benefits of $0.1 million and $0.1 million, respectively, related to the vesting and exercise of share-based awards. Net income for the six months ended July 29, 2023 includes income tax benefits of $2.8 million related to the vesting and exercise of share-based awards. Net income for the six months ended July 30, 2022 includes income tax benefits of $2.7 million related to the vesting and exercise of share-based awards, and $1.7 million for tax credits related to a tax filing for a prior year.

7

EX-99.2

Q2 Fiscal 2024 Results August 23, 2023

• Q2 2024 Overview • Industry Update • Financial & Operational Highlights • Outlook • Closing Remarks • Q&A 2 Participants and Agenda Steven E. Nielsen President and Chief Executive Officer H. Andrew DeFerrari Chief Financial Officer Ryan F. Urness General Counsel

Important Information Caution Concerning Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the 1995 Private Securities Litigation Reform Act. These forward-looking statements include those related to the outlook for the quarter ending October 28, 2023, including, but not limited to, those statements found under the “Outlook” section of this presentation. Forward-looking statements are based on management’s expectations, estimates and projections, are made solely as of the date these statements are made, and are subject to both known and unknown risks and uncertainties that may cause the actual results and occurrences discussed in these forward-looking statements to differ materially from those referenced or implied in the forward-looking statements contained in this presentation. The most significant of these known risks and uncertainties are described in the Company’s Form 10-K, Form 10-Q, and Form 8-K reports (including all amendments to those reports) and include future economic conditions and trends including the potential impacts of an inflationary economic environment, changes to customer capital budgets and spending priorities, the availability and cost of materials, equipment and labor necessary to perform our work, the adequacy of the Company’s insurance and other reserves and allowances for doubtful accounts, whether the carrying value of the Company’s assets may be impaired, the future impact of any acquisitions or dispositions, adjustments and cancellations of the Company’s projects, the impact to the Company’s backlog from project cancellations or postponements, the impacts of pandemics and public health emergencies, the impact of varying climate and weather conditions, the anticipated outcome of other contingent events, including litigation or regulatory actions involving the Company, the adequacy of our liquidity, the availability of financing to address our financial needs, the Company’s ability to generate sufficient cash to service its indebtedness, the impact of restrictions imposed by the Company’s credit agreement, and other risks and uncertainties detailed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company does not undertake any obligation to update its forward-looking statements. Non-GAAP Financial Measures This presentation includes certain “Non-GAAP” financial measures as defined by Regulation G of the SEC. As required by the SEC, an explanation of the Non-GAAP financial measures and a reconciliation of those measures to the most directly comparable GAAP financial measures are provided in the Company’s Form 8-K filed with the SEC on August 23, 2023 and on the Company’s Investor Center website at https://dycomind.com/investors. Non-GAAP financial measures should be considered in addition to, but not as a substitute for, the Company’s reported GAAP results. 3

Q2 2024 Overview Contract Revenues • Contract revenues of $1.042 billion increased 7.1% year over year Operating Performance • Non-GAAP Adjusted EBITDA of $130.8 million, or 12.6% of contract revenues, compared to $104.7 million, or 10.8% of contract revenues, in the year ago quarter • Diluted earnings per common share of $2.03, compared to $1.46 in the year ago quarter Liquidity • Strong liquidity of $685.9 million Capital Allocation • Acquired Bigham Cable Construction, Inc. on August 18, 2023 for a purchase price of $127.0 million • Authorized $150 million for share repurchases through February 2025 4 Contract Revenues Diluted EPS Non-GAAP Adjusted EBITDA and % of Contract Revenues 10.8% 12.6%

Industry Update The effort to deploy high-capacity fiber networks continues to meaningfully broaden the set of opportunities for our industry • Major industry participants are constructing or upgrading significant wireline networks across broad sections of the country • High-capacity fiber networks are increasingly viewed as the most cost-effective technology, enabling multiple revenue streams from a single investment • Fiber network deployment opportunities are increasing in rural America; federal and state support programs for the construction of communications networks in unserved and underserved areas across the country are unprecedented Macroeconomic conditions, including those impacting the cost of capital, may influence the execution of some industry plans We expect demand to continue to fluctuate amongst customers. For several customers, deployments are increasing into next year. For others, capital expenditures have been more heavily weighted toward the first half of this year and accordingly they appear to be managing budgets closely through the end of this year. We are encouraged by recent longer-term industry financings that have expanded the pool of capital available to fund future industry growth Our scale and financial strength position us well to take advantage of these opportunities to deliver valuable services to our customers, including integrated planning, engineering and design, procurement and construction and maintenance services 5

Contract Revenues 6 Q2 2024 Organic Growth: Total Customers Top 5 Customers All Other Customers2 7.1% (2.3)% 24.6% Lumen3 Comcast Verizon Customer #5* 56.5% 6.9% 29.8% 68.6% Top 5 customers represented 59.2% and 67.4% of contract revenues in Q2 2024 and Q2 2023, respectively4 Fiber construction revenue from electric utilities increased organically 3.6% year-over-year and was $82.7 million, or 7.9% of contract revenues, in Q2 2024 Top 5 Customers - % of Total Contract RevenuesNon-GAAP Organic Growth %1 Q2 2024Q2 2023 *A customer who has requested their name not be disclosed was the fifth largest customer for Q2 2024.

Backlog, Awards and Employees 7 Customer Description of Services Area Term Frontier Fiber Construction CA, TX, IL, MI, IN, OH, NY, CT, PA, FL 2 years Brightspeed Fiber Construction PA, NJ, VA, NC 1 year Charter Rural Fiber Construction MO, FL 2 years Windstream Fiber Construction GA 1 year AT&T Utility Line Locating AR 4 years Backlog5 Selected Q2 2024 Awards and Extensions: Employee Headcount

Financial Highlights 8 Contract Revenues Non-GAAP Adjusted EBITDA Diluted EPS • Contract revenues of $1.042 billion increased 7.1% year over year • Non-GAAP Adjusted EBITDA of $130.8 million, or 12.6% of contract revenues • Diluted earnings per common share of $2.03 10.8% 12.6% Non-GAAP Adjusted EBITDA % of Contract Revenues

Debt and Liquidity Overview Debt maturity profile and liquidity provide financial flexibility 9 • Strong liquidity of $685.9 million at Q2 2024 • Capital allocation prioritizes organic growth, followed by M&A and opportunistic share repurchases, within the context of the Company’s historical range of net leverage • Acquired Bigham Cable Construction, Inc. on August 18, 2023 for a purchase price of $127.0 million • Authorized $150 million for share repurchases through February 2025 $ Millions Q1 2024 Q2 2024 Debt Summary 4.50% Senior Notes, mature April 2029 $ 500.0 $ 500.0 Senior Credit Facility, matures April 2026:6 Term Loan Facility 328.1 323.8 Revolving Facility - - Total Notional Amount of Debt $ 828.1 $ 823.8 Less: Cash and Equivalents 71.4 83.4 Notional Net Debt 756.7 740.4 Liquidity7 $ 673.9 $ 685.9

Cash Flow Overview 10 Operating Cash Flow • Solid operating cash flows • Gross capital expenditures were $51.0 million and disposal proceeds were $11.0 million for Q2 2024 $ Millions Q2 2023 Q2 2024 Cash Flow Summary Operating cash flow $ (12.0) $ 56.3 Capital expenditures, net of disposals $ (39.1) $ (40.0) Repayments on Senior Credit Facility $ (4.4) $ (4.4) Repurchase of common stock $ (10.0) $ - Other financing and investing activities, net $ 0.2 $ 0.0 Days Sales Oustanding ("DSO") Q1 2024 Q2 2024 Total DSO8 106 111

AMORTIZATION EXPENSE $6.1 million INTEREST EXPENSE, NET $13.3 million EFFECTIVE INCOME TAX RATE Approximately 26.0% DILUTED SHARES 29.7 million Outlook for Quarter Ending October 28, 2023 (Q3 2024) CONTRACT REVENUES Organic contract revenues expected to be in line with Q3 2023 contract revenues In addition, we expect approximately $30 million of acquired revenues in Q3 2024 NON-GAAP ADJUSTED EBITDA % OF CONTRACT REVENUES Increases 50 to 100 basis points as compared to Q3 2023 11 Q3 2024 Outlook:

Closing Remarks We maintain significant customer presence throughout our markets and are encouraged by the increasing breadth in our business Our extensive market presence has allowed us to be at the forefront of evolving industry opportunities • Telephone companies are deploying FTTH to enable gigabit high speed connections and rural electric utilities are doing the same • Dramatically increased speeds for consumers are being provisioned and consumer data usage is growing, particularly upstream • Wireless construction activity in support of newly available spectrum bands continues this year • Federal and state support for rural deployments of communications networks is dramatically increasing in scale and duration • Cable operators are increasing fiber deployments in rural America; capacity expansion projects are underway • Customers are consolidating supply chains creating opportunities for market share growth and increasing the long-term value of our maintenance and operations business We remain encouraged that a substantial number of our customers are committed to multi-year capital spending initiatives 12

Notes 1. Organic growth (decline) % adjusted for contract revenues from storm restoration services, and for the additional week of operations during the fourth quarter as a result of the Company’s 52/53 week fiscal year, when applicable. 2. Q2 2024 percentage of contract revenues for customers #6 through #10 included in All Other Customers are presented in the following table: 3. On October 3, 2022, Brightspeed acquired Lumen’s ILEC (incumbent local exchange carrier) business in 20 states (the “20-State ILEC Business”). The Company continues to serve both Lumen and Brightspeed in connection with various work, including the 20-State ILEC Business. For comparison purposes, Lumen’s Non-GAAP Organic Contract Revenue and Non-GAAP Organic Contract Revenue Growth percentage excludes the estimated contract revenues related to the 20-State ILEC Business for the quarter ended July 30, 2022. Refer to Company’s Q2 2024 Non- GAAP Reconciliations report for a reconciliation of Non-GAAP financial measures to comparable GAAP financial measures. 4. Top 5 customers included AT&T, Lumen, Comcast, Verizon, and Customer #5 for Q2 2024, compared to AT&T, Lumen, Comcast, Verizon, and Frontier for Q2 2023. 5. The Company’s backlog represents an estimate of services to be performed pursuant to master service agreements and other contractual agreements over the terms of those contracts. These estimates are based on contract terms and evaluations regarding the timing of the services to be provided. In the case of master service agreements, backlog is estimated based on the work performed in the preceding 12-month period, when available. When estimating backlog for newly initiated master service agreements and other long and short-term contracts, the Company also considers the anticipated scope of the contract and information received from the customer during the procurement process. A significant majority of the Company’s backlog comprises services under master service agreements and other long-term contracts. Backlog is not a measure defined by United States generally accepted accounting principles (“GAAP”) and should be considered in addition to, but not as a substitute for, information provided in accordance with GAAP. Participants in the Company’s industry also disclose a calculation of their backlog; however, the Company’s methodology for determining backlog may not be comparable to the methodologies used by others. Dycom utilizes the calculation of backlog to assist in measuring aggregate awards under existing contractual relationships with its customers. The Company believes its backlog disclosures will assist investors in better understanding this estimate of the services to be performed pursuant to awards by its customers under existing contractual relationships. 6. As of both Q1 2024 and Q2 2024, the Company had $47.5 million of standby letters of credit outstanding under the Senior Credit Facility. 7. Liquidity represents the sum of availability from the Company’s Senior Credit Facility, considering net funded debt balances, and available cash and equivalents. For calculation of availability under the Senior Credit Facility, applicable cash and equivalents are netted against the funded debt amount. 8. DSO is calculated as the summation of current and non-current accounts receivable (including unbilled receivables), net of allowance for doubtful accounts, plus current contract assets, less contract liabilities, divided by average revenue per day during the respective quarter. Long-term contract assets are excluded from the calculation of DSO, as these amounts represent payments made to customers pursuant to long-term agreements and are recognized as a reduction of contract revenues over the period for which the related services are provided to the customers. 13 Brightspeed Frontier Charter Ubiquity Windstream 5.0% 3.7% 2.9% 2.5% 1.7%

EX-99.3

Exhibit 99.3

Explanation of Non-GAAP Financial Measures

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). In the Company’s quarterly results releases, trend schedules, conference calls, slide presentations, and webcasts, it may use or discuss Non-GAAP financial measures, as defined by Regulation G of the Securities and Exchange Commission. The Company believes that the presentation of certain Non-GAAP financial measures in these materials provides information that is useful to investors because it allows for a more direct comparison of the Company’s performance for the period reported with the Company’s performance in prior periods. The Company cautions that Non-GAAP financial measures should be considered in addition to, but not as a substitute for, the Company’s reported GAAP results. Management defines the Non-GAAP financial measures used as follows:

•Non-GAAP Organic Contract Revenues - contract revenues from businesses that are included for the entire period in both the current and prior year periods, excluding contract revenues from storm restoration services, adjusted for the additional week in the fourth quarter of fiscal 2021, as a result of the Company’s 52/53 week fiscal year. Non-GAAP Organic Contract Revenue change percentage is calculated as the change in Non-GAAP Organic Contract Revenues from the comparable prior year period divided by the comparable prior year period Non-GAAP Organic Contract Revenues. Management believes Non-GAAP Organic Contract Revenues is a helpful measure for comparing the Company’s revenue performance with prior periods. For comparison purposes, Lumen’s Non-GAAP Organic Contract Revenue and Non-GAAP Organic Contract Revenue Growth percentage excludes the estimated contract revenues for the quarter ended July 30, 2022 related to the ILEC (incumbent local exchange carrier) business in 20 states it sold to Brightspeed on October 3, 2022.

•Non-GAAP Adjusted EBITDA - net income before interest, taxes, depreciation and amortization, gain on sale of fixed assets, stock-based compensation expense, and certain non-recurring items. Management believes Non-GAAP Adjusted EBITDA is a helpful measure for comparing the Company’s operating performance with prior periods as well as with the performance of other companies with different capital structures or tax rates.

•Notional Net Debt - Notional net debt is a Non-GAAP financial measure that is calculated by subtracting cash and equivalents from the aggregate face amount of outstanding debt. Management believes notional net debt is a helpful measure to assess the Company’s liquidity.

2

Reconciliation of Non-GAAP Financial Measures to Comparable GAAP Financial Measures
Non-GAAP Organic Contract Revenues
Unaudited
(Dollars in millions)
	Contract Revenues - GAAP		Revenues from storm restoration services		Additional week as a result of the Company’s 52/53 week fiscal year1		Non-GAAP - Organic Revenues		Growth %
Quarter Ended									GAAP - Organic %		Non-GAAP - Organic %
July 29, 2023	$	1,041.5	$	—	$	—	$	1,041.5	7.1	%	7.1	%
July 30, 2022	$	972.3	$	—	$	—	$	972.3
April 29, 2023	$	1,045.5	$	—	$	—	$	1,045.5	19.3	%	19.3	%
April 30, 2022	$	876.3	$	—	$	—	$	876.3
January 28, 2023	$	917.5	$	—	$	—	$	917.5	20.5	%	20.5	%
January 29, 2022	$	761.5	$	—	$	—	$	761.5
October 29, 2022	$	1,042.4	$	—	$	—	$	1,042.4	22.1	%	22.1	%
October 30, 2021	$	854.0	$	—	$	—	$	854.0
July 30, 2022	$	972.3	$	—	$	—	$	972.3	23.5	%	23.5	%
July 31, 2021	$	787.6	$	—	$	—	$	787.6
April 30, 2022	$	876.3	$	—	$	—	$	876.3	20.5	%	21.1	%
May 1, 2021	$	727.5	$	(3.9)	$	—	$	723.6
January 29, 2022	$	761.5	$	—	$	—	$	761.5	1.4	%	10.1	%
January 30, 2021	$	750.7	$	(5.7)	$	(53.2)	$	691.8
October 30, 2021	$	854.0	$	—	$	—	$	854.0	5.4	%	6.6	%
October 24, 2020	$	810.3	$	(8.9)	$	—	$	801.4

Note: Amounts above may not add due to rounding.

3

Reconciliation of Non-GAAP Financial Measures to Comparable GAAP Financial Measures
Non-GAAP Organic Contract Revenues - Certain Customers
Unaudited
(Dollars in millions)
	Contract Revenues - GAAP		Estimated Revenues from Lumen’s Divested Business2		Non-GAAP - Organic Revenues		Growth (Decline) %
Quarter Ended							GAAP - Organic %		Non-GAAP - Organic %
Lumen
July 29, 2023	$	162.5	$	—	$	162.5	27.3	%	56.5	%
July 30, 2022	$	127.6	$	(23.7)	$	103.8
Top 5 Customers3
July 29, 2023	$	616.5	$	—	$	616.5	(5.8)	%	(2.3)	%
July 30, 2022	$	654.8	$	(23.7)	$	631.1
All Other Customers (excluding Top 5 Customers)
July 29, 2023	$	425.0	$	—	$	425.0	33.9	%	24.6	%
July 30, 2022	$	317.5	$	23.7	$	341.2

Note: Amounts above may not add due to rounding.

4

Reconciliation of Non-GAAP Financial Measures to Comparable GAAP Financial Measures
Non-GAAP Adjusted EBITDA
Unaudited
(Dollars in thousands)
	Quarter Ended
	July 29, 2023			July 30, 2022
Net income	$	60,246		$	43,856
Interest expense, net	12,277			9,347
Provision for income taxes	21,509			14,996
Depreciation and amortization	37,993			35,345
Earnings Before Interest, Taxes, Depreciation & Amortization ("EBITDA")	132,025			103,544
Gain on sale of fixed assets	(7,558)			(3,467)
Stock-based compensation expense	6,323			4,630
Non-GAAP Adjusted EBITDA	$	130,790		$	104,707
Non-GAAP Adjusted EBITDA % of contract revenues	12.6		%	10.8		%

Note: Amounts above may not add due to rounding.

5

Notes to Reconciliation of Non-GAAP Financial Measures to Comparable GAAP Financial Measures

1 The Company has a 52/53 week fiscal year. All quarter periods presented contain 13 weeks except for the quarter ended January 30, 2021, which contained an additional week of operations.

The Non-GAAP adjustment for the additional week of operations for the quarter ended January 30, 2021 is calculated as (i) contract revenues less (ii) contract revenues from storm restoration services (iii) divided by 14 weeks.

2 On October 3, 2022, Brightspeed acquired Lumen’s ILEC (incumbent local exchange carrier) business in 20 states (the “20-State ILEC Business”). The Company continues to serve both Lumen and Brightspeed in connection with various work, including the 20-State ILEC Business. For comparison purposes, Lumen’s Non-GAAP Organic Contract Revenue and Non-GAAP Organic Contract Revenue Growth percentage excludes the estimated contract revenues related to the 20-State ILEC Business for the quarter ended July 30, 2022.

3 Top 5 Customers included AT&T, Lumen, Comcast, Verizon, and Customer #5 for the quarter ended July 29, 2023 and AT&T, Lumen, Comcast, Verizon, and Frontier for the quarter ended July 30, 2022.

6

XML

Document and Entity Information Document	Aug. 23, 2023
Document and Entity Information [Abstract]
Title of 12(b) Security	Common stock, par value $0.33 1/3 per share
Entity Central Index Key	0000067215
Entity Incorporation, State or Country Code	FL
Entity Registrant Name	DYCOM INDUSTRIES, INC.
Document Type	8-K
Document Period End Date	Aug. 23, 2023
City Area Code	561
Local Phone Number	627-7171
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity File Number	001-10613
Entity Tax Identification Number	59-1277135
Entity Address, Address Line One	11780 U.S. Highway One, Suite 600
Entity Address, City or Town	Palm Beach Gardens,
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33408
Amendment Flag	false
Trading Symbol	DY
Security Exchange Name	NYSE