What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2025-12-19 compared with 2024-12-19 · 311 added, 179 removed, 1177 unchanged (29% of the section changed)

25 unchanged sentences

As discussed in Notes 2 and 11 to the consolidated financial statements, the Company uses a combination of insured and self-insurance programs to cover insurable risks.

The balance of casualty program insurance reserves as of October 31, 2024, amounted to $608.4 million, a portion of which related to workers’ compensation and general liability self-insurance liabilities.

The balance of casualty program insurance reserves as of October 31,

2025, amounted to $649.5 million, a portion of which related to workers’ compensation and general liability self-insurance liabilities.

The Company engages actuaries to estimate its self-insurance liabilities at least annually.

98 unchanged sentences

Selling, general and administrative expenses 697.4 765.3 572.8

Restructuring and related expenses 13.4 — —

Amortization of intangible assets 52.5 56.1 76.5

26 unchanged sentences

Repurchase of common stock, including excise taxes ( 2.6 ) — ( 1.2 ) — ( 3.3 ) ( 0.1 )

( 1.2 ) — ( 3.3 ) ( 0.1 ) ( 2.3 ) —

Balance, end of year 60.2 0.6 62.2 0.6 62.8 0.6

5 unchanged sentences

Repurchase of common stock, including excise taxes ( 122.2 ) ( 56.1 ) ( 138.1 )

( 56.1 ) ( 138.1 ) ( 97.5 )

Balance, end of year 437.4 527.4 558.9

24 unchanged sentences

Share-based compensation expense 38.0 30.0 30.5

Provision for/(Recovery of) bad debt 8.8 3.0 ( 7.7 )

Amortization of accumulated other comprehensive gain on interest rate swaps — — ( 4.8 )

Provision for bad debt 6.7 8.8 3.0

Discount accretion on insurance claims 0.7 0.6 0.4

Gain on sale of assets ( 0.6 ) ( 0.1 ) ( 0.8 )

Impairment of assets

Loss on sale of assets ( 0.2 ) ( 0.6 ) ( 0.1 )

Income from unconsolidated affiliates ( 4.6 ) ( 6.5 ) ( 3.9 )

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Proceeds from sale of assets 0.4 1.8 2.9

Investments in equity securities — ( 12.4 ) ( 2.1 )

Purchase of business, net of cash acquired ( 114.3 ) — ( 194.6 )

Purchase of businesses, net of cash acquired, and equity securities ( 36.7 ) ( 114.3 ) ( 12.4 )

Net cash used in investing activities ( 115.6 ) ( 171.9 ) ( 62.1 )

3 unchanged sentences

Dividends paid ( 65.6 ) ( 56.5 ) ( 57.5 )

Deferred financing costs paid ( 8.0 ) — —

Borrowings from debt 1,846.8 1,334.0 1,178.5

3 unchanged sentences

Repayment of finance lease obligations ( 4.5 ) ( 4.2 ) ( 3.0 )

Net cash (used in) provided by financing activities ( 61.5 ) ( 186.3 ) 235.5

Cash paid to settle the contingent consideration liability

Net cash used in financing activities ( 80.2 ) ( 61.5 ) ( 186.3 )

Effect of exchange rate changes on cash and cash equivalents 0.9 1.8 1.6

Net (decrease) increase in cash and cash equivalents ( 4.9 ) ( 3.5 ) 10.2

Net increase (decrease) in cash and cash equivalents 39.5 ( 4.9 ) ( 3.5 )

Cash and cash equivalents at beginning of year 64.6 69.5 73.0

38 unchanged sentences

In addition, our trade accounts receivable include unbilled receivables, such as invoices for services that have been provided but are not yet billed.

Costs incurred in excess of amounts billed arise from Technical Solutions project contracts that typically provide for a schedule of billings or invoices to the client based on our performance to date of specific tasks inherent in the fulfillment of our performance obligation(s).

in the fulfillment of our performance obligation(s).

The schedules for such billings usually do not precisely match the schedule on which costs are incurred.

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Other Current Assets

At October 31, 2024 and 2023, other current assets primarily consisted of other receivables, short-term insurance recoverables, and capitalized commissions.

At October 31, 2025 and 2024, other current assets primarily consisted of other receivables, short-term insurance recoverables, capitalized commissions and interest rate swaps assets.

Other Investments

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Topic 842 requires lessees to recognize substantially all leases on their balance sheet as a right-of-use (“ROU”) asset and a lease liability.

We made the accounting policy election to not recognize leases with an initial term of 12 months or less on

the balance sheet and will expense payments for such leases on a straight-line basis over the lease term.

We made the accounting policy election to not recognize leases with an initial term of 12 months or less on the balance sheet and will expense payments for such leases on a straight-line basis over the lease term.

We also elected to not separate lease components from non-lease components.

1 unchanged sentence

We determine if an arrangement is a lease at inception and begin recording lease activity at the commencement date.

ROU assets and lease liabilities are recognized based on the present value of lease payments over the lease term with lease expense recognized on a straight-line basis.

ROU assets and lease liabilities are

recognized based on the present value of lease payments over the lease term with lease expense recognized on a straight-line basis.

The present value of future lease payments is determined using our incremental borrowing rate (“IBR”) unless the implicit rate in the lease is readily determinable.

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When this occurs, a recoverability test is performed that compares the projected undiscounted cash flows from the use and eventual disposition of an asset or asset group to its carrying amount.

If the projected undiscounted cash flows are

less than the carrying amount, then we calculate an impairment loss.

If the projected undiscounted cash flows are less than the carrying amount, then we calculate an impairment loss.

The impairment loss calculation compares the fair value, which is based on projected discounted cash flows, to the carrying value.

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Other Noncurrent Assets

At October 31, 2024 and 2023, other noncurrent assets primarily consisted of long-term insurance recoverables, cloud computing arrangements, capitalized commissions, interest rate swap assets, prepayments to carriers for future insurance claims, and insurance deposits.

Federal Energy Savings Performance Contract Receivables

As part of our Technical Solutions business, we enter into ESPCs with the federal government pursuant to which we agree to develop, design, engineer, and construct a project and to guarantee that the project will satisfy agreed-upon performance standards.

ESPC receivables represent the amount to be paid by various federal government agencies for work we have satisfactorily performed under specific ESPCs.

We assign certain of our rights to receive those payments to unaffiliated third parties that provide construction financing, which we record as a liability, for such contracts.

This construction financing is recorded as cash flows from financing activities, while the use of the cash received to pay project costs under these arrangements is classified as operating cash flows.

The ESPC receivable is recognized as revenue as each project is constructed.

Upon completion and acceptance of the project by the government and upon satisfaction of true sale criteria, the assigned ESPC receivable from the government and corresponding ESPC liability are eliminated from our consolidated financial statements.

At October 31, 2025 and 2024, other noncurrent assets primarily consisted of long-term insurance recoverables, cloud computing arrangements, capitalized commissions, insurance deposits, deferred financing costs related to the Revolver and prepayments to carriers for future insurance claims.

Fair Value of Financial Instruments

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Level 3 – Significant inputs to the valuation model are unobservable.

We evaluate assets and liabilities subject to fair value measurements on a recurring and non-recurring basis to determine the appropriate level at which to classify them for each reporting period.

Some non-financial assets are measured at fair value on a non-recurring basis only in certain circumstances, including the event of impairment.

We evaluate assets and liabilities subject to fair value measurements on a recurring and nonrecurring basis to determine the appropriate level at which to classify them for each reporting period.

Some nonfinancial assets are measured at fair value on a nonrecurring basis only in certain circumstances, including the event of impairment.

See Note 8, “Fair Value of Financial Instruments,” for the fair value hierarchy table and for details on how we measure fair value for our assets and liabilities.

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See Note 11, “Insurance,” for further details on the quarterly review procedures.

As part of this evaluation, we review the status of

existing and new claim reserves as established by third-party claims administrators.

As part of this evaluation, we review the status of existing and new claim reserves as established by third-party claims administrators.

The third-party claims administrators establish the case reserves based upon known factors related to the type and severity of the claims, demographic factors, legislative matters, and case law, as appropriate.

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Other Accrued Liabilities

At October 31, 2024 and 2023, other accrued liabilities primarily consisted of the short-term contingent consideration liability, employee benefits, contract liabilities, ESPC liabilities, unclaimed property, legal fees and settlements, and dividends payable

At October 31, 2025 and 2024, other accrued liabilities primarily consisted of employee benefits, contract liabilities, ESPC liabilities, the short-term contingent consideration liability, unclaimed property, dividends payable, and legal fees and settlements.

Other Noncurrent Liabilities

At October 31, 2024 and 2023, other noncurrent liabilities primarily consisted of the long-term contingent consideration liability, deferred compensation, long-term finance leases, and retirement plan liabilities.

At October 31, 2025 and 2024, other noncurrent liabilities primarily consisted of deferred compensation, long-term finance leases, retirement plan liabilities, and the long-term contingent consideration liability.

Contracts with Customers

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We primarily account for our performance obligations under the series guidance, using the as-invoiced practical expedient when applicable.

We apply the as-invoiced practical expedient to record revenue as the services

are provided, given the nature of the services provided and the frequency of billing under the customer contracts.

We apply the as-invoiced practical expedient to record revenue as the services are provided, given the nature of the services provided and the frequency of billing under the customer contracts.

Under this practical expedient, we recognize revenue in an amount that corresponds directly with the value to the customer of our performance completed to date and for which we have the right to invoice the customer.

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Hourly arrangements are contracts in which the client is billed a fixed hourly rate for each labor hour provided.

We measure progress toward satisfaction of the performance obligation as the services are provided, and

revenue is recognized at the agreed-upon contractual amount over time, because the customer simultaneously receives and consumes the benefits of the services as they are performed.

We measure progress toward satisfaction of the performance obligation as the services are provided, and revenue is recognized at the agreed-upon contractual amount over time, because the customer simultaneously receives and consumes the benefits of the services as they are performed.

Management Reimbursement

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Fixed billing schedules may not precisely match the actual costs incurred.

Therefore, revenue recognized may differ from amounts that can be billed or invoiced to the customer at any point during the contract, resulting in balances that are considered revenue recognized in excess of amounts billed or

amounts billed in excess of revenue recognized.

Advanced payments from our customers generally do not represent a significant financing component as the payments are used to meet working capital demands that can be higher in the early stages of a contract, as well as to protect us from our customer failing to meet its obligations under the contract.

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ERC is a refundable tax credit for employers who kept employees on their payroll during the COVID-19 Pandemic.

During the year ended October 31, 2023, we received and recorded an employee retention credit totaling $ 24.0 million, within the “Selling, general and administrative expenses” on our Consolidated Statements of Comprehensive Income.

During the years ended October 31, 2025, and October 31, 2023, we received and recorded an employee retention credit totaling $ 1.2 million and $ 24.0 million, respectively, within the “Selling, general and administrative expenses” on our Consolidated Statements of Comprehensive Income.

Restructuring and Related Expenses

We may periodically engage in various restructuring activities intended to drive long-term profitable growth and increase operational efficiency, which can include streamlining and realigning our overall organizational structure and reallocating resources.

These activities may result in restructuring costs related to employee severance, asset impairment charges, and other related costs.

Our methodology to record these costs is described below.

As we do not have a past history of consistently providing severance benefits, we recognize severance costs for employees who do not have formal employment agreements when management has committed to a restructuring plan and communicated those actions to impacted employees, such that the employee is able to determine the type and amount of benefits that they will receive upon termination.

For employees with employment agreements, we accrue for these severance liabilities when it is probable that the impacted employee will be entitled to the benefits and the amount can be reasonably estimated.

Noncancelable Leases

When we exit a leased space or enter into a sublease arrangement, we evaluate the ROU asset for impairment in accordance with ASC 360.

The ROU asset is considered impaired if the carrying amount exceeds the estimated future cash flows expected to be generated from the asset, including any sublease income.

If impairment is indicated, the ROU asset is written down to its fair value, which is typically determined using a discounted cash flow approach.

This model incorporates the present value of expected sublease income, remaining lease payments, and any direct costs associated with exiting or subleasing the space.

For other costs associated with exit and disposal activities, we recognize an expense at fair value in the period in which the liability is incurred.

Recently Adopted Accounting Standards

In September 2022, the Financial Accounting Standards Board (“FASB”) issued ASU 2022-04, Liabilities — Supplier Finance Programs (Subtopic 405-50):

Disclosure of Supplier Finance Program Obligations , designed to enhance transparency around supplier finance programs by requiring new disclosures that would allow a user of the financial statements to understand the program’s nature, activity during the period, changes from period to period, and potential magnitude.

This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the amendment on rollforward information, which is effective for fiscal years beginning after December 15, 2023, with early adoption permitted.

We adopted this standard, effective November 1, 2023, on a prospective basis, except for the rollforward requirement, which becomes effective in fiscal year 2025.

We do not participate in any material supplier finance programs and, as such, the adoption of this guidance did not have an impact on our disclosures.

Recently Issued Accounting Standards

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

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This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

We adopted this ASU effective October 31, 2025, on a retrospective basis for all prior periods presented in the financial statements, with no impact on the Company’s financial position or results of operations, and have updated our segment disclosures to comply with the updated requirements.

See Note 18, “Segment and Geographic Information,” for the expanded segment reporting disclosures.

In September 2022, the FASB issued ASU 2022-04, Liabilities — Supplier Finance Programs (Subtopic 405-50):

We adopted this standard, effective November 1, 2023, and adopted the rollforward requirement, effective November 1, 2024, on a prospective basis.

We do not participate in any material supplier finance programs and, as such, the adoption of this guidance did not have an impact on our disclosures.

Recently Issued Accounting Standards

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other (Topic 350):

Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software .

This accounting update removes all references to prescriptive and sequential software development stages (referred to as “project stages”) throughout Subtopic 350-40 and requires the capitalization of software costs to begin when 1) management has authorized and committed to funding the software project and 2) it is probable that the project will be completed and the software will be used to perform the function intended.

This guidance is effective for fiscal years and interim periods beginning after December 15, 2027, with early adoption permitted.

These requirements should be applied using a prospective, modified transition, or retrospective approach.

We are currently evaluating the impact of implementing this guidance on our financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses.

This accounting update improves financial reporting by requiring public business entities to disclose additional information about specific expense categories in the notes to the financial statements at interim and annual reporting periods.This ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

We are currently evaluating the impact of implementing this guidance on our financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

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This accounting update enhances the transparency and decision usefulness of income tax disclosure.

The amendments in this ASU address investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information.

The amendments in this ASU address investor requests for enhanced income tax information primarily

through changes to the rate reconciliation and income taxes paid information.

This ASU is effective for fiscal years beginning after December 15, 2024, with early adoption permitted.

We are currently evaluating the impact of implementing this guidance on our financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses.

We are currently evaluating the impact of implementing this guidance on our financial statements.

We do not expect any other recently issued accounting pronouncements to have a material impact on our consolidated financial statements and related disclosures.

Acquisition of LMC FM

Effective June 1, 2025, we acquired LMC FM Limited (“LMC”), a Dublin-based facilities services company with coverage across Ireland, for a purchase price of approximately $ 22.5 million in cash plus the potential of $ 5.8 million of contingent consideration to be paid in calendar year 2027 upon the retention of the top two customers.

The acquisition was accounted for under the acquisition method.

Accordingly, the assets acquired and liabilities assumed were recognized on the date of acquisition at their estimated fair values, with the excess of the purchase price recorded as goodwill.

The goodwill is not deductible for income tax purposes.

As of October 31, 2025, we recorded preliminary goodwill and intangibles of $ 14.7 million and $ 12.9 million, respectively.

The total assets acquired, excluding goodwill and intangibles, and liabilities assumed amounted to $ 19.8 million and $ 19.0 million, respectively.

The purchase price allocation is subject to adjustments within the measurement period not to exceed one year from the acquisition date.

The Consolidated Statements of Comprehensive Income for the year ended October 31, 2025, include revenues of $ 23.0 million attributable to LMC, which are included in our Technical Solutions segment.

Acquisition of Quality Uptime

Effective June 21, 2024, we acquired Quality Uptime Services, Inc.

(“Quality Uptime”), an uninterrupted power supply system (“UPS”) installation and maintenance company providing customized preventive and emergency service programs for mission-critical data centers and other facilities, for a net cash purchase price of approximately $ 118.2 million (subject to customary working capital adjustments).

(“Quality Uptime”), an UPS installation and maintenance company providing customized preventive and emergency service programs for mission-critical data centers and other facilities, for a net cash purchase price of $ 116.3 million.

The acquisition was accounted for under the acquisition method.

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The goodwill is amortizable over 15 years for income tax purposes.

As of October 31, 2024, we recorded preliminary goodwill and intangibles of $ 80.6 million and $ 35.2 million, respectively.

During the year ended October 31, 2025, we finalized the purchase price allocation for the Quality Uptime Acquisition, which resulted in immaterial measurement period adjustments to goodwill, and as of October 31, 2025, we recorded goodwill and intangibles of $ 77.4 million and $ 35.2 million, respectively.

The total assets acquired, excluding goodwill and intangibles, and liabilities assumed amounted to $ 24.0 million and $ 20.3 million, respectively.

The acquisition accounting is subject to change as we obtain additional information about the facts and circumstances that existed as of the acquisition date during the measurement period, not to exceed one year from the acquisition date.

The final acquisition accounting may include changes to non-current assets, including intangible assets and working capital.

The Consolidated Statements of Comprehensive Income for the year ended October 31, 2024, include revenues attributable to Quality Uptime of $ 26.3 million.

The operations of Quality Uptime are included in our Technical Solutions segment.

Quality Uptime’s operations are included within our Technical Solutions segment.

Acquisition of RavenVolt

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RavenVolt’s operations are included within our Technical Solutions segment.

The transaction met the definition of a business combination.

We applied the acquisition method of accounting.

The purchase price for the acquisition was approximately $ 170.0 million in cash at closing (subject to customary working capital and net debt adjustments) plus the potential of post-closing contingent consideration of up to $ 280.0 million.

The acquisition was accounted for under the acquisition method.

The purchase price for the acquisition was approximately $ 170.0 million in cash at closing plus the potential of post-closing contingent consideration of up to $ 280.0 million.

The estimate of the fair value of the contingent consideration on the date of acquisition was $ 59.0 million.

The post closing contingent consideration would be payable in cash in calendar years 2024, 2025, and 2026 if RavenVolt’s earnings before interest, taxes, depreciation, and amortization (“EBITDA”), as defined in the RavenVolt merger agreement, meets or exceeds certain defined targets.

The defined EBITDA targets for calendar year 2023 were not achieved, and as a result, no contingent consideration payment was made in 2024.

The maximum remaining contingent consideration that is payable in calendar years 2025 and 2026 is $ 75.0 million, and $ 130.0 million, respectively.

If the EBITDA achieved for calendar years 2023 - 2025 cumulatively meets the defined EBITDA targets, the entire $ 280.0 million would be paid in calendar year 2026, minus any earn-out payments made in 2024 and 2025.

To estimate the fair value of the contingent consideration on the date of acquisition, we used the Real Options method.

The key assumptions used in our valuation were:

i) forecast of revenues and EBITDA margins;

ii) the volatility associated with the EBITDA;

iii) risk-adjusted discount rate applied to forecasted EBITDA;

and (iv) the credit-adjusted discount rate related to the payment of the contingent consideration.

A simulation of one million scenarios was performed with the assistance of a third-party valuation specialist, resulting in a fair value for the cumulative contingent consideration for calendar years 2023 through 2025 totaling $ 59.0 million.

In 2024, defined EBITDA targets were not achieved, and as a result, no contingent consideration payment was made in 2024 for calendar year 2023.

At October 31, 2024, the estimate of the fair value of the contingent consideration was $ 109.1 million.

Changes in results of operations and management’s forecasts during 2024 for calendar years 2024 and 2025 were primarily due to the timing of large microgrid systems’ and generators’ installation project performing better than anticipated, resulting in a total increase of fair value to $ 109.1 million at October 31, 2024, of which $ 75.0 million relates to the calendar year 2024 payment to be made in 2025.

Given the relatively short period of time until the end of the earn-out period, there is a high level of confidence in the projections for calendar year 2024 that are the basis for the estimated contingent consideration payment.

This change in the fair value is recognized within the “Selling, general and administrative expenses” of the Consolidated Statements of Comprehensive Income.

In the third quarter of 2025, we made a $ 75.0 million payment for calendar year 2024, of which $ 16.0 million was classified as an operating cash outflow.

The maximum contingent consideration that could be payable in 2026 related to the calendar year 2025 target is $ 130.0 million.

If the EBITDA achieved for calendar years 2023-2025 cumulatively meets the defined EBITDA targets, the entire $ 280.0 million would be paid in calendar year 2026, minus the earn-out payment made in 2025.

There was no material change in the fair value of the contingent consideration during the year ended October 31, 2025, and at October 31, 2025, the estimate of the fair value of the remaining contingent consideration is $ 32.5 million.

Disaggregation of Revenues

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Year ended October 31, 2025

(in millions) B&I M&D Education Aviation Technical Solutions Total

(in millions) B&I M&D Aviation Education Technical

Solutions Total

Major Service Line

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$ 2,849.4 $ 1,350.5 $ 228.1 $ 805.0 $ — $ 5,233.1

Aviation Services (2)

— — 502.6 — — 502.6

Facility Services (3)

Parking and Transportation (3)

430.3 53.1 335.0 0.4 — 818.8

Building & Energy Solutions (4)

Facility Solutions $ 3,279.7 $ 1,403.6 $ 1,065.8 $ 805.4 $ — $ 6,554.5

Operations and Maintenance (4)

841.0 213.5 52.9 116.5 — 1,224.0

Airline Services (5)

Building & Energy Solutions (5)

5.3 1.5 — — 960.6 967.4

Engineering and Infrastructure Solutions $ 846.3 $ 215.0 $ 52.9 $ 116.5 $ 960.6 $ 2,191.4

Total $ 4,126.0 $ 1,618.6 $ 1,118.7 $ 922.0 $ 960.6 $ 8,745.9

Year ended October 31, 2024

(in millions) B&I M&D Education Aviation Technical Solutions Total

(in millions) B&I M&D Aviation Education Technical

Solutions Total

Major Service Line

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$ 2,781.4 $ 1,347.0 $ 189.0 $ 798.7 $ — $ 5,116.1

Aviation Services (2)

— — 461.8 — — 461.8

Facility Services (3)

Parking and Transportation (3)

418.9 51.2 334.5 0.4 — 804.9

Building & Energy Solutions (4)

Facility Solutions $ 3,200.2 $ 1,398.2 $ 985.3 $ 799.1 $ — $ 6,382.8

Operations and Maintenance (4)

858.9 156.1 47.3 105.0 — 1,167.2

Airline Services (5)

Building & Energy Solutions (5)

— — — — 809.3 809.3

Engineering and Infrastructure Solutions $ 858.9 $ 156.1 $ 47.3 $ 105.0 $ 809.3 $ 1,976.5

Total $ 4,059.1 $ 1,554.3 $ 1,032.6 $ 904.0 $ 809.3 $ 8,359.4

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These arrangements are often structured as monthly fixed-price, square-foot, cost-plus, and work order contracts.

(2) Parking arrangements provide parking and transportation services for clients at various locations, including airports and other transportation centers, commercial office buildings, educational institutions, health facilities, hotels, and stadiums and arenas.

(2) Aviation Services arrangements support airlines and airports with services such as passenger assistance, catering logistics, and airplane cabin maintenance.

These arrangements are often structured as monthly fixed-price, cost-plus, transaction price, and hourly contracts.

(3) Parking and Transportation arrangements provide parking and transportation services for clients at various locations, including airports and other transportation centers, commercial office buildings, educational institutions, health facilities, hotels, and stadiums and arenas.

These arrangements are structured as management reimbursement, leased location, and allowance contracts.

Certain of these arrangements are considered service concession agreements and are accounted for under the guidance of Topic 853;

accordingly, rent expense related to these arrangements is recorded as a reduction of the related parking service revenues.

(3) Facility Services arrangements provide onsite mechanical engineering and technical services and solutions relating to a broad range of facilities and infrastructure systems that are designed to extend the useful life of facility fixed assets, improve equipment operating efficiencies, reduce energy consumption, lower overall operational costs for clients, and enhance the sustainability of client locations.

accordingly, service concession expense related to these arrangements is recorded as a reduction of the related parking service revenues.

(4) Operations and Maintenance arrangements provide onsite mechanical engineering and technical services and solutions relating to a broad range of facilities and infrastructure systems that are designed to extend the useful life of facility fixed assets, improve equipment operating efficiencies, reduce energy consumption, lower overall operational costs for clients, and enhance the sustainability of client locations.

These arrangements are generally structured as monthly fixed-price, cost-plus, and work order contracts.

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We also franchise certain operations under franchise agreements relating to our Linc Network and TEGG brands pursuant to franchise contracts.

(5) Airline Services arrangements support airlines and airports with services such as passenger assistance, catering logistics, and airplane cabin maintenance.

These arrangements are often structured as monthly fixed-price, cost-plus, transaction price, and hourly contracts.

Remaining Performance Obligations

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(1) Included in “Trade accounts receivable, net,” on the Consolidated Balance Sheets.

The fluctuations correlate directly to the execution of new customer contracts and to invoicing and collections from customers in the normal course of business.

(2) Fluctuation is primarily due to the timing of payments on our contracts measured using the cost-to-cost method of revenue recognition.

(2) Included in “Other current assets” and “Other noncurrent assets” on the Consolidated Balance Sheets.

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Balance at beginning of year $ 118.2

Acquisition additions (2)

Additional contract liabilities 415.0

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Balance at end of year

(1) Included in other accrued liabilities on the Consolidated Balance Sheets.

(2) Represents additions associated with the Quality Uptime Acquisition.

(1) Included in other accrued liabilities and deferred revenue on the Consolidated Balance Sheets.

The components of lease assets and liabilities and their classification on our Consolidated Balance Sheets were as follows:

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Lease assets obtained in exchange for new operating lease liabilities $ 20.5 20.9

RESTRUCTURING AND RELATED COSTS

In the fourth quarter of 2025, we implemented a restructuring program to further streamline our operations and improve the efficiency of our support functions.

This initiative is intended to enhance overall organizational effectiveness and ensure alignment between the Company’s cost structure and our strategic growth objectives.

We recognized $ 13.4 million of restructuring charges during the fourth quarter of 2025, which includes employee severance, asset impairment charges, and other related costs.

We continue to review our overhead and cost structure for additional efficiency opportunities under this program.

We expect these actions to be completed by 2026.

Rollforward of Restructuring and Related Liabilities

(in millions) Employee Severance Asset Impairment Other Total

Balance, October 31, 2024 $ — $ — $ — $ —

Costs recognized (1)

10.4 2.8 0.2 13.4

Payments ( 7.0 ) — — ( 7.0 )

Non-cash items — ( 2.8 ) — ( 2.8 )

Balance, October 31, 2025 $ 3.4 $ — $ 0.2 $ 3.6

(1) We include these costs within corporate expenses and are included within “Restructuring and related expenses” on the Consolidated Statements of Comprehensive Income.

NET INCOME PER COMMON SHARE

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Interest rate swap assets (5)

Preferred equity investments (6)

Interest rate swap liabilities (5)

Investments in equity securities (6)

Contingent consideration (7)(8)

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(5) Represents interest rate swap derivatives designated as cash flow hedges.

The fair values of the interest rate swaps are estimated based on the present value of the difference between expected cash flows calculated at the contracted interest rates and the expected cash flows at current market interest rates using observable benchmarks for the Secured Overnight Financing Rate (“SOFR”) forward rates at the end of the period.

At October 31, 2024 and 2023, our interest rate swap assets are included in “Other noncurrent assets” on the accompanying Consolidated Balance Sheets.

At October 31, 2025 and 2024, our interest rate swap assets and liabilities are included in “Other current assets” and “Other accrued liabilities,” respectively, on the accompanying Consolidated Balance Sheets.

See Note 12, “Credit Facility,” for further information.

Our interest rate swaps will mature in 2026.

(6) During the three months ended October 31, 2025, we purchased a $ 20.0 million call option to acquire an ownership interest in a privately held company, which we include in “Other investments” on the accompanying Consolidated Balance Sheet.

Refer to Note 19, “Subsequent Events,” for further information.

Our investments do not have a readily determinable fair value;

therefore, we account for the investments using the measurement alternative under Topic 321 and measure the investments at initial cost plus or minus fair value adjustments if there are observable prices minus impairment, if any.

(7) At October 31, 2024, our contingent consideration payable related to the RavenVolt Acquisition is recorded at fair value as a liability on the acquisition date and is remeasured at each reporting date, based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy.

(7) Our contingent consideration payable related to the RavenVolt Acquisition is recorded at fair value as a liability on the acquisition date and is remeasured at each reporting date, based on significant inputs not observable in the market.

The contingent consideration payment related to calendar year 2024, which was made in May 2025, represented a Level 3 measurement at October 31, 2024, and the amount related to calendar year 2025, payable in calendar year 2026, represents a Level 3 measurement at October 31, 2025, and October 31, 2024, within the fair value hierarchy.

After the acquisition date and until the contingency is resolved, the fair value of contingent consideration payable is adjusted each reporting period based primarily on the expected probability of achievement of the contingency targets, which are subject to our estimate.

These changes in fair value are recognized within “Selling, general and administrative expenses” of the Consolidated Statements of Comprehensive Income.

These changes in fair value are recognized within the “Selling, general and administrative expenses” of the Consolidated Statements of Comprehensive Income.

See Note 3, “Acquisitions,” for further information.

(8) The balance at October 31, 2025, also includes the contingent consideration payable in calendar year 2027 related to the LMC Acquisition.

There were no transfers to or from Level 3 financial assets or liabilities during 2025 and 2024.

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Furniture and fixtures 24.2 22.1

Construction in progress (1)

Buildings 7.9 7.7

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Total $ 177.2 $ 150.7

(1) Construction in progress represents assets that have not yet been placed in service.

(2) For 2025, 2024, and 2023, depreciation expense was $ 53.1 million, $ 50.5 million, and $ 44.2 million, respectively.

GOODWILL AND OTHER INTANGIBLE ASSETS

(in millions) Business & Industry Manufacturing & Distribution Education Aviation Technical Solutions Total

(in millions) Business & Industry Manufacturing & Distribution Aviation Education Technical Solutions Total

Balance at October 31, 2023 $ 1,092.7 $ 502.2 $ 69.0 $ 459.3 $ 368.0 $ 2,491.3

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Foreign currency translation 3.2 — 0.1 — 0.3 3.7

— — — — ( 3.2 ) ( 3.2 )

Balance at October 31, 2025 $ 1,098.7 $ 502.2 $ 69.6 $ 459.3 $ 461.4 $ 2,591.1

(1) During 2024, goodwill increased primarily as a result of the Quality Uptime Acquisition.

(1) During 2025, goodwill increased primarily as a result of the LMC Acquisition.

See Note 3, “Acquisitions,” for additional information.

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The actual cash flows could differ materially from management’s estimates due to changes in business conditions, operating performance, and economic conditions.

We use a combination of insured and self-insurance programs to cover workers’ compensation, general liability, automobile liability, property damage, and other insurable risks.

For the majority of these insurance programs, we retain the initial $ 1.0 million to $ 1.5 million of exposure on a per-occurrence basis, either through deductibles or self-insured retentions.

Beginning November 1, 2023, retentions range between $ 1.0 million and $ 5.0 million of exposure on a per-occurrence basis.

Beyond the retained exposures, we have varying primary policy limits ranging between $ 1.0 million and $ 5.0 million per occurrence.

To cover general liability and automobile liability losses above these primary limits, we maintain commercial umbrella insurance policies that provide aggregate limits of $ 200.0 million.

Our insurance policies generally cover workers’ compensation losses to the full extent of statutory requirements.

Additionally, to cover property damage risks above our retained limits, we maintain policies that provide per occurrence limits of $ 75.0 million.

We are also self-insured for certain employee medical and dental plans.

We maintain stop-loss insurance for our self-insured medical plan under which we retain up to $ 0.5 million of exposure on a per-participant, per-year basis with respect to claims.

We maintain our reserves for workers’ compensation, general liability, automobile liability, and property damage insurance claims based upon known trends and events and the actuarial estimates of required reserves considering the most recently completed actuarial reports.

We use all available information to develop our best estimate of insurance claims reserves as information is obtained.

We utilize a combination of insured and self-insurance programs to manage risks associated with workers’ compensation, general liability, automobile liability, property damage, and other insurable exposures.

For most of these programs, we retain the initial $ 1.0 million to $ 5.0 million of exposure per occurrence through deductibles or self-insured retentions.

To protect against losses exceeding the retained deductible or self-insured retention, we carry commercial umbrella insurance providing aggregate coverage of up to $ 200.0 million for general liability and automobile liability claims.

Our workers’ compensation insurance provides coverage to the full extent of statutory requirements.

For property damage risks, we maintain policies that provide per-occurrence limits of $ 75.0 million above our retained amounts.

We are also self-insured for certain employee medical and dental benefits and maintain stop-loss insurance for our self-insured medical plan under which we retain up to $ 0.5 million of exposure per participant, per policy year.

We maintain reserves for workers’ compensation, general liability, automobile liability, and property damage insurance claims based on known trends, current events, and actuarial estimates of required reserves, as reflected in our most recently completed actuarial reports.

These reserves represent our best estimate of potential liabilities for unpaid losses and loss adjustment expenses.

The estimate of the ultimate unpaid obligation for such risks includes both case reserves for reported claims and an amount for losses incurred but not yet reported as of the balance sheet date.

The results of actuarial reviews are used to estimate our insurance rates and insurance reserves for future periods and to adjust reserves, if appropriate, for prior years.

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Actuarial Reviews and Updates Performed During 2025

We review our self-insurance liabilities on a quarterly basis and adjust our accruals accordingly.

Actual claims activity or development may vary from our assumptions and estimates, which may result in material losses or gains.

As we obtain additional information that affects the assumptions and estimates used in our reserve liability calculations, we adjust our self-insurance rates and reserves for future periods and, if appropriate, adjust our reserves for claims incurred in prior accounting periods.

During the first and third quarters of 2024, we performed comprehensive actuarial reviews of the majority of our casualty insurance programs to evaluate changes made to claims reserves and claims payment activity for the periods of May 1, 2023, through October 31, 2023, and November 1, 2023, through April 30, 2024, respectively (the “Actuarial Reviews”).

The Actuarial Reviews were comprehensive in nature and were based on loss development patterns, trend assumptions, and underlying expected loss costs during the periods analyzed.

During the second and fourth quarters of 2024, we performed interim actuarial updates of the majority of our casualty insurance programs that considered changes in claims development and claims payment activity for the respective periods analyzed (the “Interim Updates”).

These Interim Updates were abbreviated in nature based on actual versus expected development during the periods analyzed and relied on the key assumptions in the Actuarial Reviews (most notably loss development patterns, trend assumptions, and underlying expected loss costs).

Based on the results of the Actuarial Reviews and Interim Updates, w e increased our total reserves related to prior years for known claims as well as our estimate of the loss amounts associated with IBNR Claims during 2024 by $ 20.3 million.

The adverse development was offset by improvements in other legacy programs.

In 2023, we decreased our total reserves related to prior year claims by $ 14.8 million.

We utilize a combination of third-party insurance and self-insurance mechanisms, including a wholly owned captive insurance subsidiary, to manage potential liabilities associated with automobile liability, general liability, and workers’ compensation risks.

Claim and claim adjustment expense reserves represent management’s estimates of the amounts required to resolve all outstanding claims, including IBNR claims, as of the reporting date.

Reserves are determined using generally accepted actuarial methods applied to historical claims data and adjusted for assumptions regarding loss development patterns, expected loss costs, and trends in claim frequency and severity.

Estimates also consider factors such as settlement practices, inflation, and changes in economic, legal, and social environments.

Because reserve estimation involves significant judgment and inherent variability, actual results may differ from recorded amounts.

Management believes current reserves are reasonable and adequate based on available information and actuarial analyses.

During 2025, we completed comprehensive actuarial reviews of our casualty insurance programs (the “Actuarial Reviews”) covering the periods of May 1, 2024, through October 31, 2024, November 1, 2024, through April 30, 2025, and May 1, 2025, through September 30, 2025.

The Actuarial Reviews evaluated reserve adequacy based on loss-development patterns, trend assumptions, and underlying expected loss costs.

During the second quarter of 2025, we performed interim actuarial update (the “Interim Update”) reflecting actual versus expected claim development and payment activity for the respective periods, relying on key assumptions from the Actuarial Reviews.

Based on these analyses, w e increased our total reserves related to prior year known claims and estimated IBNR losses during 2025 by $ 23.3 million.

The adverse development was primarily attributable to higher-than-expected development on workers’ compensation claims in California and general liability claims from prior years.

In 2024, we increased our total reserves related to prior year claims by $ 20.3 million.

Insurance-Related Balances and Activity

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In accordance with the terms of the Credit Facility, the revolving line of credit was reduced to $ 800.0 million on September 1, 2018.

On June 28, 2021, the Company amended and restated the Credit Facility with the Second Amendment, extending the maturity date to June 28, 2026, and increasing the capacity of the revolving credit facility from $ 800.0 million to $ 1.3 billion and the then remaining term loan outstanding from $ 620.0 million to $ 650.0 million.

The Credit Facility was amended on June 28, 2021, to increase the capacity of the Revolver and term loan to $ 1.3 billion and $ 650 million, respectively, and to extend the maturity to June 28, 2026.

It was further amended on November 1, 2022, to transition the benchmark interest rate from London Interbank Offered Rate (“LIBOR”) to SOFR.

On February 26, 2025, we amended and restated the Credit Facility (the “Amended Credit Facility”), extending the maturity date to February 26, 2030, and increasing the capacity of the revolving credit facility from $ 1.3 billion to $ 1.6 billion and the then-remaining term loan outstanding from $ 528.1 million to $ 600.0 million.

The Amended Credit Facility provides for the issuance of up to $ 250.0 million for standby letters of credit and the issuance of up to $ 100.0 million in swingline advances.

The obligations under the Amended Credit Facility are secured on a first-priority basis by a lien on substantially all of our assets and properties, subject to certain exceptions.

The obligations under the Amended Credit Facility are guaranteed by the material, domestic wholly owned subsidiaries of ABM and are secured by a pledge of substantially all of the existing and future property and assets of ABM and the guarantors, including a pledge of the capital stock of the wholly owned domestic subsidiaries held by ABM and the guarantors and 65 % of the capital stock of the first-tier foreign subsidiaries held by ABM and the guarantors, in each case subject to exceptions.

Additionally, we may repay amounts borrowed under the Amended Credit Facility at any time without penalty.

At November 1, 2022, we amended our Amended Credit Facility pursuant to the LIBOR Transition Amendment and the Fifth Amendment to replace the benchmark rate at which U.S.-dollar-denominated borrowings bear interest from LIBOR to the forward-looking Secured Overnight Financing Rate (“SOFR”) term rate administered by CME Group Benchmark Administration Limited.

As a result of these amendments, we can borrow at Term SOFR plus a credit spread adjustment of 0.10 % subject to a floor of zero .

The Amended Credit Facility contains certain covenants, including a maximum total net leverage ratio of 5.00 to 1.00, a maximum secured net leverage ratio of 4.00 to 1.00, and a minimum interest coverage ratio of 1.50 to 1.00, as well as other financial and non-financial covenants.

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and a change in control of the Company.

If certain events of default occur, including certain cross-defaults, insolvency, change in control, or violation of specific covenants, then the lenders can terminate or suspend our access to the Amended Credit Facility, declare all amounts outstanding (including all accrued interest and unpaid fees) to be immediately due and payable, and require that we cash collateralize the outstanding standby letters of credit.

We incurred deferred financing costs of $ 6.4 million in conjunction with the Second Amendment and carried over $ 6.2 million of unamortized deferred financing from the initial execution, First Amendment, and previous amendments of the Credit Facility.

If certain events of default occur, including certain cross-defaults, insolvency, change in control, or violation of specific covenants, then the lenders can terminate or suspend our access to the

Amended Credit Facility, declare all amounts outstanding (including all accrued interest and unpaid fees) to be immediately due and payable, and require that we cash collateralize the outstanding standby letters of credit.

We incurred deferred financing costs of $ 8.0 million in conjunction with the execution of the Amended Credit Facility and carried over $ 2.9 million of unamortized deferred financing from initial execution and previous amendments of the Credit Facility.

Total deferred financing costs of $ 10.9 million, consisting of $ 3.0 million related to the term loan and $ 7.9 million related to the Revolver, are being amortized to interest expense over the term of the Amended Credit Facility.

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$ 170.0 million 3.81 % November 1, 2022 June 28, 2026

(1) In July 2022, we entered into amortizing interest rate swap agreements with notional values totaling $ 300.0 million at inception.

The notional amount reduces to $ 100.0 million in October 2025 before maturing on June 28, 2026.

At October 31, 2025 and 2024, amounts recorded in AOCL for interest rate swaps were a gain of $ 2.4 million, net of taxes of $ 1.9 million, and a gain of $ 9.2 million, net of taxes of $ 4.3 million, respectively.

At October 31, 2024, the total amount expected to be reclassified from AOCL to earnings during the next 12 months was $ 5.9 million, net of taxes of $ 2.2 million.

At October 31, 2025, the total amount expected to be reclassified from AOCL to earnings during the next 12 months is a gain of $ 3.1 million, net of taxes of $ 1.1 million.

EMPLOYEE BENEFIT PLANS

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Defined Contribution Plans

We sponsor two defined contribution plans covering certain employees that are subject to the applicable provisions of the Employee Retirement Income Security Act of 1974 and the Internal Revenue Code (“IRC”).

We sponsor three defined contribution plans covering certain employees that are subject to the applicable provisions of the Employee Retirement Income Security Act of 1974 and the Internal Revenue Code (“IRC”).

Certain plans permit a company match of a portion of the participant’s contributions or a discretionary contribution after the participant has met the eligibility requirements set forth in the plan.

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Implemented 2025 2024 2023

Building Service 32BJ Pension Fund 13-1879376 / 001 Yellow 6/30/2024 Yellow 6/30/2023 Implemented $ 22.1 $ 21.4 $ 22.7 No 10/15/2027 - 12/31/2027

Building Service 32BJ Pension Fund 13-1879376 / 001 Green 6/30/25 Yellow 6/30/2024 N/A* $ 23.7 $ 22.1 $ 21.4 No 10/15/2027 - 1/31/2028

S.E.I.U National Industry Pension Fund 52-6148540 / 001 Red 12/31/2024 Red 12/31/2023 Implemented 20.5 19.4 19.3 Yes 6/30/2026 - 6/30/2029

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All Other Plans:

14.5 13.9 8.0

Total Contributions $ 82.3 $ 77.3 $ 73.6

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(as of the plan’s year end)

Apartment Employees Trust Fund* 12/31/2022 and 12/31/2021

Arizona Sheet Metal Pension Trust Fund* 6/30/2023, 6/30/2022,and 6/30/2021

Apartment Employees' Pension Trust Fund* 12/31/2024 and 12/31/2022

Arizona Sheet Metal Pension Trust Fund* 6/30/2023

Building Service 32BJ Pension Fund 6/30/2024, 06/30/2023 and 6/30/2022

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Central Pension Fund of the IUOE & Participating Employers 1/31/2025 and 1/31/2024

Contract Cleaners Service Employees' Pension Plan* 12/31/2022 and 12/31/2021

Contract Cleaners Service Employees' Pension Plan* 12/31/2022

IUOE Local 30 Pension Fund* 12/31/2024, 12/31/2023 and 12/31/2022

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Local 210's Pension Plan* 12/31/2024, 12/31/2023, and 12/31/2022

Local 670 Pension Plan* 12/31/2023, 12/31/2022

Local 68 Engineers Union Pension Plan* 6/30/2023

Local 808 IBT Pension Fund* 9/30/2023

Local 670 Pension Plan* 12/31/2024, 12/31/2023, and 12/31/2022

Local 68 Engineers Union Pension Plan* 6/30/2024 and 06/30/2023

Local 74 USWU Pension Fund* 12/31/2024, 12/31/2023, and 12/31/2022

Local 808 IBT Pension Fund* 9/30/2024 and 9/30/2023

Massachusetts Service Employees Pension Plan* 12/31/2023 and 12/31/2022

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Teamsters Local Union No.

727 Pension Plan* 2/28/2023

Local 74 Welfare Fund* 12/31/2023, 12/31/2022, and 12/31/2021

727 Pension Plan* 2/28/2025, 2/29/2024, and 2/28/2023

* These plans are not separately listed in our multiemployer table as they represent an insignificant portion of our total multiemployer pension plan contributions.

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The amount of these obligations cannot be reasonably estimated.

Unclaimed Property Audits

We routinely remit escheat payments to states in compliance with applicable escheat laws, and we are subject to unclaimed property audits by states in the ordinary course of business.

The property subject to review in the audit process may include unclaimed wages, vendor payments, or customer refunds.

State escheat laws generally require entities to report and remit abandoned or unclaimed property to the state, and failure to do so can result in assessments that could include interest and penalties in addition to the payment of the escheat liability.

Legal Matters

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None of these preferred shares are issued.

Effective December 13, 2023, our Board of Directors expanded our existing share repurchase program by an additional $ 150.0 million of our common stock.

Effective September 3, 2025, our Board of Directors expanded our existing share repurchase program by an additional $ 150.0 million of our common stock.

Share repurchases may take place on the open market or otherwise, and all or part of the repurchases may be made pursuant to Rule 10b5-1 plans or in privately negotiated transactions.

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$ 121.3 $ 55.8

(1) Average price paid per share and total cash paid for share repurchases does not include any excise tax for stock repurchases as part of the Inflation Reduction Act of 2022.

(1) Average price paid per share and total cash paid for share repurchases does not include any excise tax for share repurchases as part of the Inflation Reduction Act of 2022.

SHARE-BASED COMPENSATION PLANS

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No further shares are authorized for issuance under the 2006 Equity Plan.

There are 3,975,000 total shares of common stock authorized for issuance under the 2021 Equity Plan, and at October 31, 2024, there were 1,308,462 shares of common stock available for grant for future equity-based compensation awards.

there are certain plans under which we can no longer issue awards, such as the 2006 Equity Plan, although awards outstanding under such plans may still vest and be exercised.

We also maintain an employee stock purchase plan, which our stockholders approved on March 9, 2004 (the “2004 Employee Stock Purchase Plan”).

As amended, there are 4,000,000 total shares of common stock authorized for issuance under the 2004 Employee Stock Purchase Plan.

Effective May 1, 2006, the 2004 Employee Stock Purchase Plan is no longer considered compensatory and the values of the awards are no longer treated as share-based compensation expense.

Additionally, as of that date, the purchase price became 95 % of the fair value of our common stock price on the last trading day of the month.

As of October 31, 2024, there were 3,975,000 total shares of common stock authorized for issuance under the 2021 Equity Plan.

On March 26, 2025, our stockholders approved the 2021 Equity Plan (Amended and Restated February 10, 2025), increasing the number of shares authorized for issuance under the plan by 2,425,000 shares.

As amended, there are 6,400,000 total shares of common stock authorized for issuance under the 2021 Equity Plan, and at October 31, 2025, there were 3,296,050 shares of common stock available for grant for future equity-based compensation awards.

addition, there are certain plans under which we can no longer issue awards, such as the 2006 Equity Plan, although awards outstanding under such plans may still vest and be exercised.

On March 9, 2004, our stockholders approved the 2004 Employee Stock Purchase Plan (the “2004 ESPP”), which was last amended and restated on March 9, 2016.

As amended, there are 4,000,000 total shares of common stock authorized for issuance under the 2004 ESPP.

Effective May 1, 2006, the 2004 ESPP is no longer considered compensatory and the values of the awards are no longer treated as share-based compensation expense.

No further shares are authorized for issuance under the 2004 ESPP.

On March 26, 2025, our stockholders approved the 2025 Employee Stock Purchase Plan (the “2025 ESPP”), replacing the 2004 ESPP.

There are 1,500,000 total shares of common stock authorized for issuance under the 2025 ESPP.

The plan is considered non-compensatory, and the values of the awards are not treated as share-based compensation expense.

The 2025 ESPP allows eligible employees of the Company to purchase shares of the Company’s common stock, through payroll deductions, at a discount to fair market value of 5 %, in accordance with the terms and conditions of the 2025 ESPP.

Employees may designate up to 10 % of their compensation for the purchase of stock, subject to a $ 25,000 annual limit.

Employees are required to hold their shares for a minimum of six months from the date of purchase.

At October 31, 2024, there were 274,465 remaining unissued shares under the 2004 Employee Stock Purchase Plan.

At October 31, 2025, there were 1,438,653 remaining unissued shares under the 2025 ESPP.

Compensation Expense by Type of Award and Related Income Tax Benefit

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Performance shares are credited with dividend equivalent rights that will be converted to performance shares at the fair market value of our common stock beginning after the performance targets have been satisfied and are subject to the same terms and conditions as the underlying award.

For certain performance share awards, the number of performance shares that will vest is based on pre-established internal financial performance targets and typically a three-year service and performance period.

The number of TSR-modified awards that will vest over the respective three-year performance period is based on our total shareholder return relative to the S&P 1500 Composite Commercial Services & Supplies Index.

Vesting of 0 % to 150 % of the awards originally granted may occur depending on the respective performance metrics.

For our performance share awards, the number of performance shares that will vest is based on pre-established internal financial performance targets and typically a three-year service and performance period.

Depending on the level of performance achieved, vesting of these awards may range from 0 % to 200 % of the target number of shares granted.

Certain performance share awards also include a total shareholder return modifier (“TSR-modified awards”).

The number of TSR-modified awards that will vest is based on our total shareholder return relative to the S&P 1500 Composite Commercial Services & Supplies Index.

As a result of the modifier, vesting of these awards may range from 0 % to 240 % of the awards originally granted.

Performance Share Activity

Number of Shares

(in millions) Weighted-Average

Fair Value per Share

Outstanding at October 31, 2024 0.9 $ 44.06

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Effective tax rate 26.2 % 39.1 % 24.1 %

During 2024 and 2023, we had effective tax rates of 39.1 % and 24.1 %, respectively, resulting in a provision for tax of $ 52.2 million and $ 79.7 million, respectively.

During 2025 and 2024, we had effective tax rates of 26.2 % and 39.1 %, respectively, resulting in an income tax provision of $ 57.6 million and $ 52.2 million, respectively.

Our effective tax rate for 2025 was benefited by a $ 3.1 million return to provision adjustment related to our non-U.S.

Our effective tax rate for 2024 was negatively impacted by a $ 95.7 million non-taxable change to increase the fair value of the contingent consideration related to the RavenVolt Acquisition, partially offset by a $ 7.3 million tax benefit for return to provision adjustments related to our non-U.S.

operations, and a $ 5.5 million benefit related to energy efficiency incentives.

Our effective tax rate for 2023 was positively impacted by a $ 45.6 million non-taxable change to decrease the fair value of the contingent consideration related to the RavenVolt Acquisition.

Components of Deferred Tax Assets and Liabilities

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Other accruals 0.2 4.0

Other comprehensive income 0.2 —

State taxes 0.7 1.5

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Other comprehensive income

( 2.3 ) ( 8.4 )

Other ( 13.1 ) ( 12.3 )

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At October 31, 2025 and 2024, accrued interest and penalties were $ 1.9 million and $ 1.3 million, respectively.

For interest and penalties, we recognized a $ 0.1 million benefit, a $ 0.7 million expense, and a $ 0.9 million benefit in 2024, 2023, and 2022, respectively.

For interest and penalties, we recognized a $ 0.6 million expense, a $ 0.1 million benefit, and a $ 0.7 million expense in 2025, 2024, and 2023, respectively.

Reconciliation of Total Unrecognized Tax Benefits

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Balance at end of year $ 13.5 $ 15.5 $ 20.7

On July 4, 2025, the United States enacted the One Big Beautiful Bill Act (“OBBBA”), which contains a broad range of tax reform provisions affecting businesses.

The impact of OBBBA has been reflected in our consolidated financial statements for the year ended October 31, 2025.

While the provisions of the legislation are expected to primarily take effect for ABM in fiscal year 2026, we do not anticipate that their adoption will have a material impact on our financial position, results of operations, or cash flows for that period.

The Organisation for Economic Co-operation and Development (“OECD”) Pillar Two Model Rules established a minimum global effective tax rate of 15% on country-by-country profits of large multinational companies.

European Union member states along with many other countries have adopted or expect to adopt the OECD Pillar Two Model effective January 1, 2024, or thereafter.

The OECD and other countries continue to publish guidelines and legislation that include transition and safe harbor rules.

We continue to monitor new legislative changes and assess the global impact of the Pillar Two Model Rules.

Based on our initial assessment, Pillar Two does not have a material impact to the Company’s income tax provision.

Jurisdictions

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Generally, for the majority of state and foreign jurisdictions where we do business, periods prior to fiscal 2021 are no longer subject to examination.

We are currently being examined by the City of New York City.

We are currently being examined by Massachusetts and the city of New York City.

SEGMENT AND GEOGRAPHIC INFORMATION

Segment Information

Our current reportable segments consist of B&I, M&D, Education, Aviation, and Technical Solutions, as further described below.

Our current reportable segments consist of B&I, M&D, Aviation, Education, and Technical Solutions, as further described below.

REPORTABLE SEGMENTS AND DESCRIPTIONS

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Distribution facilities include e-commerce, cold storage, logistics, general warehousing, and others.

Education Education delivers janitorial, custodial, landscaping and grounds, facilities engineering, and parking services for public school districts, private schools, colleges, and universities.

Aviation Aviation supports airlines and airports with services ranging from parking and janitorial to passenger assistance, catering logistics, air cabin maintenance, and transportation.

Education Education delivers janitorial, custodial, landscaping and grounds, facilities engineering, and parking services for public school districts, private schools, colleges, and universities.

Technical Solutions Technical Solutions specializes in facility infrastructure, mechanical and electrical services, including EV power design, installation and maintenance, as well as microgrid systems installations and uninterrupted power supply services.

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Corporate expenses not allocated to segments include certain CEO and other finance and human resource departmental expenses, certain information technology costs, share-based compensation, certain legal costs and settlements, restructuring and related costs, certain actuarial adjustments to self-insurance reserves, and direct acquisition costs.

Management does not review asset information by segment, therefore we do not present assets in this note.

As of October 31, 2025, the Company’s Chief Operating Decision Makers (the “CODMs”), consisting of the Chief Executive Officer and the Chief Operating Officer, evaluate the performance of ABM’s operating segments and allocate resources based on segment operating profit and revenue.

These metrics are regularly reviewed as part of ABM’s internal reporting package.

Segment operating profits are used to allocate resources, including investment spending, primarily as part of the annual budget process.

On a monthly basis, the CODMs review budget-to-actual variances to assess performance, monitor trends, and compare results across segments.

Segment performance is also considered in the determination of incentive compensation for segment leadership.

Segment asset information is not provided to the CODMs, nor is it used in evaluating segment performance or making resource allocation decisions.

Accordingly, segment assets are not disclosed in this note.

In accordance with ASU 2023-07, Segment Reporting (Topic 280), we have disclosed the measure of profit or loss used by the CODMs, along with other significant segment items that are regularly provided and used in managing the business.

Financial Information by Reportable Segment

Year Ended October 31, 2025

(in millions) 2024 2023 2022

Business & Industry $ 4,059.1 $ 4,089.4 $ 4,095.9

Manufacturing & Distribution 1,554.3 1,526.7 1,445.2

Aviation 1,032.6 925.7 804.0

Education 904.0 880.4 834.7

Technical Solutions 809.3 674.2 626.8

(in millions) B&I M&D Aviation Education Technical

Solutions Total

Revenues $ 4,126.0 $ 1,618.6 $ 1,118.7 $ 922.0 $ 960.6 $ 8,745.9

Significant segment expenses

2,290.1 1,058.6 657.2 605.7 306.2 4,917.9

Operating profit (loss)

Business & Industry $ 307.0 $ 315.6 $ 334.9

Manufacturing & Distribution 166.3 161.7 161.8

Aviation 59.1 60.0 29.3

Indirect costs

119.8 31.0 12.9 23.4 91.0 278.0

Technical Solutions (1)

General and administrative

88.3 45.2 41.4 9.5 77.1 261.5

Government Services — — ( 0.3 )

Corporate (2) (3)

33.2 12.9 1.6 1.4 52.1 101.2

Other segment items (1)

1,277.6 319.4 340.5 214.3 347.9 2,499.5

Segment operating profit

$ 316.9 $ 151.4 $ 65.2 $ 67.7 $ 86.5 $ 687.6

Adjustment for income from unconsolidated affiliates, included in Aviation and Technical Solutions

Adjustment for tax deductions for energy efficient government

buildings, included in Technical Solutions

Total operating profit

Income from unconsolidated affiliates 4.6

Interest expense ( 96.4 )

Income before income taxes $ 219.9

Other significant segment items (3)

Materials and supplies

$ 109.2 $ 58.5 $ 22.3 $ 47.5 $ 280.8

Adjustment for tax deductions for energy efficient government buildings, included in Technical Solutions

Salaries and wages (other than direct)

126.7 32.1 16.2 16.3 130.4

Consulting and professional services

11.8 5.3 46.0 4.0 9.2

Travel and entertainment (other than direct)

8.6 3.4 2.1 1.5 6.5

Legal 7.2 1.7 2.5 1.0 1.2

Year Ended October 31, 2024

(in millions) B&I M&D Aviation Education Technical

Solutions Total

Revenues $ 4,059.1 $ 1,554.3 $ 1,032.6 $ 904.0 $ 809.3 $ 8,359.4

Significant segment expenses

Direct labor 2,239.9 996.5 596.7 598.4 262.2 4,693.7

Indirect costs 134.5 20.8 16.7 25.0 76.5 273.4

General and administrative

92.7 49.5 41.8 11.5 67.5 262.9

Selling 28.8 7.8 1.5 1.3 49.1 88.5

Other segment items (1)

1,256.2 313.5 316.8 212.5 284.6 2,383.6

Segment operating profit

$ 307.0 $ 166.3 $ 59.1 $ 55.3 $ 69.4 $ 657.2

Corporate ( 2)

Adjustment for income from unconsolidated affiliates, included in Aviation and Technical Solutions ( 6.5 )

Adjustment for tax deductions for energy efficient government

buildings, included in Technical Solutions ( 5.5 )

Total operating profit

Income from unconsolidated affiliates 6.5

1 unchanged sentence

Income before income taxes $ 133.6

Other significant segment items (3)

Materials and supplies

$ 119.9 $ 73.5 $ 21.8 $ 49.1 $ 242.0

Salaries and wages (other than direct)

131.3 25.7 18.5 19.0 107.9

Consulting and professional services

12.5 5.6 45.0 3.0 7.4

Travel and entertainment (other than direct)

9.6 2.1 1.8 1.2 5.3

Legal 9.6 1.5 2.1 0.8 0.9

Year Ended October 31, 2023

(in millions) B&I M&D Aviation Education Technical

Solutions Total

Revenues $ 4,089.4 $ 1,526.7 $ 925.7 $ 880.5 $ 674.2 $ 8,096.4

Significant segment expenses

Direct labor 2,265.6 995.4 536.2 590.5 250.6 4,638.2

Indirect costs 135.0 19.0 15.8 19.8 61.3 250.9

General and administrative

91.0 47.3 38.9 11.0 51.4 239.6

Selling 32.5 5.7 0.7 2.9 49.7 91.4

Other segment items (1)

1,249.6 297.6 274.1 206.5 208.0 2,235.8

Segment operating profit

$ 315.6 $ 161.7 $ 60.0 $ 49.7 $ 53.2 $ 640.3

Corporate (2)

Adjustment for income from unconsolidated affiliates, included in Aviation and Technical Solutions ( 3.9 )

Adjustment for tax deductions for energy efficient government

buildings, included in Technical Solutions ( 0.3 )

Total operating profit $ 409.5

Income from unconsolidated affiliates 3.9

Interest expense ( 82.3 )

Income before income taxes $ 331.1

Other significant segment items (3)

Materials and supplies

$ 116.9 $ 68.2 $ 24.8 $ 48.3 $ 154.8

Salaries and wages (other than direct)

133.6 21.4 16.9 18.0 94.1

Consulting and professional services

14.4 4.7 29.1 3.3 4.1

Travel and entertainment (other than direct)

8.6 1.7 1.4 1.1 4.3

Legal 3.7 2.4 0.2 0.5 0.6

(1) Other segment items consist of payroll related expenses, materials and supplies, insurance costs, depreciation and amortization, consulting and professional services, and various other expense items.

(2) During the year ended October 31, 2024, reflects adjustments to the fair value of the contingent consideration payable related to the RavenVolt Acquisition of $ 95.7 million.

During the year ended October 31, 2023, reflects adjustments to the fair value of the contingent consideration payable related to the RavenVolt Acquisition of $ 45.6 million and an employee retention credit totaling $ 24.0 million.

(3) Note these items are included in the segment expenses and operating profit shown above and are listed separately below segment operating profit as they are metrics that are separately provided to the CODMs on a regular basis.

Depreciation and Amortization

Year Ended October 31,

2025 2024 2023

Business & Industry $ 35.0 $ 37.3 $ 44.9

5 unchanged sentences

$ 105.6 $ 106.6 $ 120.7

(1) Reflects a $ 7.6 million gain on the sale of assets during the year ended October 31, 2022.

(2) Reflects adjustments to the fair value of the contingent consideration payable related to the RavenVolt Acquisition of $ 95.7 million during the year ended October 31, 2024.

(3) Reflects adjustments to the fair value of the contingent consideration payable related to the RavenVolt Acquisition of $ 45.6 million and an employee retention credit totaling $ 24.0 million during the year ended October 31, 2023.

Geographic Information Based on the Country in Which the Sale Originated (1)

5 unchanged sentences

(1) Substantially all of our long-lived assets are related to U.S.

SUBSEQUENT EVENT

On December 15, 2025, we entered into a Share Purchase Agreement with PW Red October S.À R.L, Watchman Investment Holdings Unlimited Company, and certain Management Sellers, as defined in the Purchase Agreement (the “Sellers”), pursuant to which ABM will acquire all of the issued and outstanding share capital of Iveagh New Opportunities Limited, a company incorporated in Ireland, and its direct and indirect wholly-owned subsidiaries (collectively, “WGNSTAR”) for an aggregate purchase price of approximately $ 275 million in cash, payable in accordance with the terms of the Purchase Agreement and subject to the adjustments set forth therein (the transaction, the “Acquisition”).

We will finance the Acquisition with cash on hand and borrowings under our Amended Credit Facility.

The closing of the Acquisition is subject to the satisfaction or waiver of customary closing conditions, including the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as well as certain other regulatory approvals in Ireland.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data