What changed in this filing

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Item 1. Financial Statements

2026-01-08 compared with 2025-06-26 · 162 added, 270 removed, 428 unchanged (50% of the section changed)

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(In millions, except per-share data)

May 31, 2025 August 31, 2024

November 30, 2025 August 31, 2025

Current assets:

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(In millions, except per-share data)

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Three Months Ended

November 30, 2025 November 30, 2024

Net sales $ 1,143.7 $ 951.6

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Selling, distribution, and administrative expenses 393.4 316.0

Special charges 29.7 — 29.7 —

Operating profit 160.4 133.3

Other expense:

Other expense (income):

Interest expense (income), net 8.4 ( 4.0 )

Miscellaneous expense (income), net 2.3 ( 0.5 ) 5.8 1.2

Miscellaneous (income) expense, net ( 0.6 ) 2.5

Total other expense (income) 7.8 ( 1.5 )

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Defined benefit plans, net of tax 0.2 0.5

Other comprehensive income items, net of tax 28.3 0.8 0.3 0.7

Other comprehensive loss items, net of tax ( 4.9 ) ( 16.8 )

Comprehensive income $ 115.6 $ 89.9

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(In millions)

Nine Months Ended

May 31, 2025 May 31, 2024

Three Months Ended

November 30, 2025 November 30, 2024

Cash flows from operating activities:

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Share-based payment expense 12.5 12.1

Asset impairments 16.7 —

Changes in operating assets and liabilities, net of acquisitions:

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Purchases of property, plant, and equipment ( 26.0 ) ( 18.9 )

Acquisition of business, net of cash acquired ( 1,189.4 ) —

Other investing activities ( 0.3 ) 0.5

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Cash flows from financing activities:

Borrowings from term loan 600.0 —

Repayments of term loan borrowings ( 100.0 ) —

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Other financing activities ( 2.1 ) —

Net cash provided by (used for) financing activities 377.6 ( 100.5 )

Net cash used for financing activities ( 160.7 ) ( 18.7 )

Effect of exchange rate changes on cash and cash equivalents ( 0.2 ) ( 5.3 )

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(referred to herein as “we,” “our,” “us,” the “Company,” or similar references) is a market-leading industrial technology company.

Effective March 26, 2025, we changed our corporate name from Acuity Brands, Inc.

to Acuity Inc.

We use technology to solve problems in spaces, light, and more things to come.

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Acuity Brands Lighting Segment

Our mission at Acuity Brands Lighting is to provide sustainable, inspiring, and intelligent lighting solutions that enrich communities where people live, learn, work, and play.

We bring this mission to life through our strategy, which is to increase product vitality, elevate service levels, use technology to improve and differentiate both our products and how we operate the business, and to drive productivity.

At Acuity Brands Lighting, our offering combines innovative luminaires with advanced electronics.

Our luminaires deliver exceptional performance and aesthetic appeal, while our electronics portfolio, featuring drivers and a leading controls platform, ensures seamless connectivity and superior functionality.

Together, these elements form the foundation of our comprehensive lighting solutions.

Acuity Brands Lighting's portfolio of products includes, but is not limited to the following brands:

A-Light TM , Aculux TM , American Electric Lighting ® , Cyclone TM , Dark to Light ® , eldoLED ® , Eureka ® , Gotham ® , Healthcare Lighting ® , Holophane ® , Hydrel ® , IOTA ® , Juno ® , Lithonia Lighting ® , Luminaire LED TM , Luminis ® , Mark Architectural Lighting TM , nLight ® , OPTOTRONIC ® , Peerless ® , RELOC ® Wiring Solutions, and SensorSwitch TM and Verjure TM .

Customers of Acuity Brands Lighting are located in North America and select international markets that serve new construction, renovation and retrofit, and maintenance and repair applications.

Our mission at ABL is to provide sustainable and intelligent lighting solutions that enrich communities where people live, learn, work, and play.

At ABL, our offering combines luminaires with advanced electronics.

Our luminaires deliver performance and aesthetic appeal, while our electronics portfolio, featuring drivers and a leading controls platform, provides connectivity and functionality.

ABL's portfolio of products includes, but is not limited to the following brands:

Aculux TM , American Electric Lighting ® , Cyclone TM , Dark to Light ® , eldoLED ® , Eureka ® , Fresco TM , Gotham ® , Healthcare Lighting ® , Holophane ® , Hydrel ® , IOTA ® , Juno ® , Lithonia Lighting ® , Luminaire LED TM , Luminis ® , Mark Architectural Lighting TM , Nightingale TM , nLight ® , Peerless ® , RELOC ® Wiring Solutions, and SensorSwitch TM .

Customers of ABL are located in North America and select international markets that serve new construction, renovation and retrofit, and maintenance and repair applications.

Our lighting solutions are sold primarily through a network of independent sales agencies, by internal sales representatives, through electrical distributors and consumer retailers, directly to large corporate accounts, and directly to original equipment manufacturer (“OEM”) customers.

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Acuity Intelligent Spaces Segment

Our mission at Acuity Intelligent Spaces is to make spaces smarter, safer, and greener through our strategy of connecting the edge with the cloud using disruptive technologies that leverage data interoperability.

Through Atrius ® , Distech Controls ® , and QSC ® , we control how a built space operates and the experiences that happen within that space.

We have a unique collection of disruptive technologies, which are delivering distinct end-user outcomes.

In the future, we can continue to add to those end-user outcomes through data interoperability.

Our Atrius intelligent building software enhances the occupant experience, improves building system management, and automates labor intensive tasks while delivering operational energy efficiency and cost reductions.

Our Distech Controls ® building management platform includes products for controlling heating, ventilation, and air conditioning (“HVAC”), lighting, shades, and building access that deliver end-to-end optimization of those building systems.

Q-SYS ® , our innovative full stack audio, video and control platform, unifies data, devices, and a cloud-first architecture, empowering organizations to deliver transformative AV experiences across built spaces.

QSC Audio delivers audio technology that empowers live entertainers and sound reinforcement professionals to create and deliver memorable experiences.

Acuity Intelligent Spaces goes to market primarily through system integrators and key customer verticals include retail stores, airports, universities, enterprise campuses, and hospitality among many other broad applications throughout North America, Europe, and other select international locations.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Our mission at AIS is to make spaces smarter, safer, and greener through our strategy of connecting the edge with the cloud using disruptive technologies.

Through Atrius ® , Distech Controls ® , and QSC ® , we are driving productivity for people who own and manage a space and for the people who utilize a space.

Atrius makes data in a space accessible, usable, and actionable.

Our data platform and cloud applications for building performance and spatial intelligence aim to maximize occupant and owner experiences.

Our Distech Controls intelligent Building Management Systems (“BMS”) provide management of a space through controls, sensors, and software.

Our open technology includes products for heating, ventilation, and air conditioning (“HVAC”), refrigeration, lighting, shades, and building access that prioritize end-user outcomes.

Q-SYS, our full-stack audio, video, and control platform, unifies data, devices, and a cloud-first architecture to deliver real-time action, experiences, and insights.

QSC Audio includes audio technology that enhances experiences for live entertainers and sound reinforcement professionals.

AIS goes to market primarily through system integrators.

Key customer verticals include retail stores, airports, universities, enterprise campuses, sports venues, themed entertainment, and hospitality, among many other broad applications throughout North America, Europe, and other select international locations.

Basis of Presentation

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and its wholly-owned subsidiaries.

These unaudited interim consolidated financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary to present fairly our consolidated financial position as of May 31, 2025, our consolidated comprehensive income for the three and nine months ended May 31, 2025 and May 31, 2024, and our consolidated cash flows for the nine months ended May 31, 2025 and May 31, 2024.

Certain information and footnote disclosures normally included in our annual financial statements prepared in accordance with U.S.

These unaudited interim consolidated financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary to present fairly our consolidated financial position as of November 30, 2025, our consolidated comprehensive income for the three months ended November 30, 2025 and November 30, 2024, and our consolidated cash flows for the three months ended November 30, 2025 and November 30, 2024.

Certain information and footnote disclosures normally included in our annual financial statements prepared in

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

accordance with U.S.

GAAP have been condensed or omitted.

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On January 1, 2025, we acquired all of the equity interests of QSC, LLC (“QSC”), a leader in the design, engineering, and manufacturing of audio, video, and control solutions and services, for $ 1.2 billion in cash.

This acquisition is intended to expand AIS into a cloud-manageable audio, video, and control platform that includes controls, sensors, and software with broad applications across multiple end-markets including education, commercial, hospitality, government, healthcare, and transportation.

This acquisition expanded AIS into a cloud-manageable audio, video, and control platform that includes controls, sensors, and software with broad applications across multiple end-markets including education, commercial, hospitality, government, healthcare, and transportation.

We funded the transaction using cash on hand and proceeds from our indebtedness.

See Debt and Lines of Credit footnote of the Notes to Consolidated Financial Statements for further details on our outstanding borrowings.

See the Debt and Lines of Credit footnote of the Notes to Consolidated Financial Statements for further details on our outstanding borrowings.

We accounted for the acquisition of QSC in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”).

Acquired assets and liabilities were recorded at their estimated acquisition-date fair values.

Acquisition-related professional fees were expensed as incurred for $ 2.5 million and $ 21.2 million for the three and nine months ended May 31, 2025, respectively.

Acquisition-related professional fees were expensed as incurred in fiscal 2025 for $ 23.8 million, of which $ 4.6 million was incurred during the three months ended November 30, 2024.

These costs were recorded in Selling, distribution, and administrative expenses on the Consolidated Statements of Comprehensive Income and were reflected in our unallocated corporate amounts.

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Accounts receivable 55.7

Cash and cash equivalents 51.3

Other assets 45.8

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Operating lease liabilities 24.2

Deferred tax liabilities 17.6

Other liabilities 100.7

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Goodwill $ 394.6

The estimated fair values and estimated useful lives of identifiable intangible assets as of January 1, 2025 are as follows:

Weighted Average Useful Life (Years) Fair Value

(in millions)

Developed technology and patents (1)

Customer relationships 19 145.0

Trademarks 18 133.0

Total identifiable intangible assets 13 $ 713.9

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(1) Gross intangible assets of $ 697.6 million reflect estimates for definite-lived intangibles with a preliminary estimated weighted average useful life of approximately 15 years.

Assets and liabilities for QSC are reflected in the Consolidated Balance Sheets as of May 31, 2025.

(1) Substantially all of the the developed technology intangible assets relates to Q-SYS, an audio, video, and control platform.

Assets and liabilities for QSC have been reflected in the Consolidated Balance Sheets since the acquisition date.

The preliminary goodwill is recorded in the AIS segment, and it is primarily comprised of benefits related to the expansion of AIS’ technology and audio, video, and control solution product portfolios.

Approximately $ 350.0 million of the preliminary goodwill is expected to be deductible for tax purposes.

The preliminary goodwill is recorded in the AIS segment, and it is primarily comprised of benefits related to expanding AIS’ technology and audio, video, and control solution product portfolios.

Amounts recorded for acquired assets and liabilities are deemed to be provisional until disclosed otherwise, as we continue to gather information related to the identification and valuation of acquired assets and liabilities, including but not limited to, intangible assets, potential liabilities, and tax-related items.

These amounts are expected to change as we finalize the allocation.

Measurement period adjustments for the fiscal third quarter primarily reflected updated amounts of consideration transferred for the purchase of QSC and were reflected as adjustments to goodwill.

Other measurement period adjustments, including the income statement impact to prior period results, were not material.

The operating results of QSC have been included in our consolidated financial statements since the date of acquisition.

The following table provides the amount of QSC net sales and net income included within our consolidated financial statements since the acquisition date (in millions):

Three Months Ended Nine Months Ended

Net sales $ 172.8 $ 267.9

Net income (1)

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(1) Net income for the three months ended May 31, 2025 includes preliminary pre-tax nonrecurring acquisition date fair value adjustments to inventory of $ 19.2 million and preliminary amortization of acquired intangible assets of $ 11.6 million.

Net income for the nine months ended May 31, 2025 includes preliminary pre-tax nonrecurring acquisition date fair value adjustments to inventory of $ 29.6 million and preliminary amortization of acquired intangible assets of $ 19.4 million

These amounts may change as we finalize the allocation.

The primary areas of the preliminary acquisition accounting that are not yet finalized relate to income taxes and residual goodwill.

The final determination of acquisition-date fair values will be completed as soon as practicable, and within the measurement period of up to one year from the acquisition date as permitted under U.S.

Any adjustments to provisional amounts that are identified during the measurement period will be recorded in the reporting period in which the adjustment is determined.

No measurement period adjustments were recorded during the first quarter of fiscal 2026.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

We have included unaudited pro forma financial information to show the impacts of the QSC acquisition to our consolidated results assuming the acquisition closed as of the first day of our prior fiscal year.

The unaudited pro forma information is not necessarily indicative of our results of operations had the acquisition been completed on this date, neither is it necessarily indicative of our future results.

Amounts in the table below combine our previously reported results with QSC’s results for the corresponding periods as well as adjustments for purchase accounting, accounting policy alignments, changes to our capital structure, including additional interest expense associated with borrowings to fund the acquisition, and other nonrecurring items that were incurred in connection with the acquisition, assuming they occurred as of September 1, 2023 (in millions):

Quarter-to-Date Year-to-Date

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Revenue $ 1,178.6 $ 1,107.6 $ 3,337.2 $ 3,204.0

Net income (1)

115.1 112.6 323.7 253.3

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(1) Pro forma net income for the year-to-date period ending May 31, 2024 includes preliminary pre-tax nonrecurring acquisition date fair value adjustments to inventory of $ 29.6 million and acquisition-related costs of $ 21.2 million.

We did not have any other significant nonrecurring pro forma adjustments directly attributable to the acquisition.

M3 Innovation, LLC

On May 1, 2025, we acquired certain assets of M3 Innovation, LLC (“M3 Innovation”), a sports lighting startup that uses innovative technology to lower the overall cost of the installation and operation of sports lighting solutions.

The assets have been included in ABL's financial results since the date of acquisition and did not have a material impact to our consolidated financial condition, results of operations, or cash flows .

Note 4 — New Accounting Pronouncements

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Disaggregation of Income Statement Expenses ( “ ASU 2024-03 ” )

In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-03, which requires public entities to disaggregate specific types of expenses, including disclosures for purchases of inventory, employee compensation, depreciation, and intangible asset amortization, as well as selling expenses.

In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-03, which requires public entities to disaggregate specific types of expenses, including disclosures for purchases of inventory, employee compensation, depreciation, intangible asset amortization, and selling expenses.

Annual disclosures are required for fiscal years beginning after December 15, 2026, or our fiscal 2028.

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The amendments in the ASU also remove disclosures related to certain unrecognized tax benefits and deferred taxes.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, or our fiscal 2026.

The amendments may be applied prospectively or retrospectively, and early adoption is permitted.

We are currently assessing the impact of the requirements on our consolidated financial statements and disclosures.

ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures ( “ ASU 2023-07 ” )

In November 2023, the FASB issued ASU 2023-07, which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

The amendments in the ASU require that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provided to an entity's chief operating decision maker (“CODM”), a description of other segment items by reportable segment, and any additional measures of a segment's profit or loss used by the CODM when deciding how to

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

allocate resources.

Annual disclosures are required for fiscal years beginning after December 15, 2023 or our fiscal 2025.

Interim disclosures are required for periods within fiscal years beginning after December 15, 2024, or our fiscal 2026.

Retrospective application is required for all prior periods presented, and early adoption is permitted.

We are currently assessing the impact of the requirements on our consolidated financial statements and disclosures.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024.

We will adopt the standard as required in our annual disclosures for fiscal 2026.

All other newly issued accounting pronouncements not yet effective have been deemed either immaterial or not applicable.

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All valuation methods and assumptions are validated at least quarterly to ensure the accuracy and relevance of the fair values.

There were no material changes to the valuation methods or assumptions used to determine fair values during the periods presented.

There were no material changes to the valuation methods or assumptions used to determine fair values during the current period.

No transfers between the levels of the fair value hierarchy occurred during the current fiscal period.

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Such adjustments typically arise if we determine that certain of our assets are impaired.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Financial Instruments Recorded at Fair Value

The following table summarizes balances and the fair value hierarchy level of our financial instruments recorded at fair value on a recurring basis as of the dates presented (in millions):

May 31, 2025 August 31, 2024

November 30, 2025 August 31, 2025

Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total

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Amounts are recorded at cost less any impairment adjusted for observable price changes, if any.

Nonrecurring Fair Value Measurements

The following table summarizes information related to our nonrecurring fair value measurements as of the dates presented (in millions):

Measurement Date Fair Value Hierarchy Level Fair Value

Long-lived intangible assets May 31, 2025 Level 3 $ —

Assets held for sale

May 31, 2025 Level 3 5.5

Total assets at nonrecurring fair value $ 5.5

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Long-Lived Intangible Assets

During the third quarter of fiscal 2025, we took actions to accelerate productivity efforts, including the elimination of certain brands, which triggered an impairment test for the related intangible assets.

Accordingly, we assessed the recoverability of these assets using an undiscounted cash flow model and concluded the carrying values of the assets were not fully recoverable.

Based on the significant change in expected use of these assets, we determined their fair values were de minimis at May 31, 2025, and recorded impairment charges of $ 14.7 million.

This charge is reflected within Special Charges on the Consolidated Statements of Comprehensive Income and relates to our ABL segment.

Long-lived Assets Held for Sale

During the third quarter of fiscal 2025, we determined one of our assets, included within property, plant, and equipment, with a carrying value of $ 7.5 million met the criteria to be classified as held for sale and is expected to be sold within one year.

We concluded the carrying value exceeded its fair value less cost to sell of this asset, which resulted in an impairment charge of $ 2.0 million.

This charge is reflected within Special Charges on the Consolidated Statements of Comprehensive Income and relates to our ABL segment.

Fair values and costs were measured primarily using recent sales of comparable assets.

As of May 31, 2025, the carrying value of the asset was $ 5.5 million .

Any reasonably likely change in the assumptions used in the analyses for the assets impaired during the third quarter of fiscal 2025 would not be material to our financial condition or results of operations.

Disclosures of Fair Value of Financial Instruments

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In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques.

Those techniques are significantly affected by the assumptions used, such as the discount rate and estimates of future cash flows.

Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows.

Fair value for our senior unsecured public notes is estimated based on discounted future cash flows using rates currently available for debt of similar terms and maturity (Level 2).

Our senior unsecured public notes are carried at the outstanding balance, net of unamortized bond discount and deferred costs, as of the end of the reporting period.

The estimated fair value of our senior unsecured public notes was $ 433.0 million and $ 429.7 million as of May 31, 2025 and August 31, 2024, respectively.

We had $ 500.0 million and no borrowings outstanding under our credit agreement as of May 31, 2025 and August 31, 2024, respectively.

The estimated fair value of our senior unsecured public notes was $ 452.9 million and $ 446.7 million as of November 30, 2025 and August 31, 2025, respectively.

We had $ 300.0 million and $ 400.0 million of borrowings outstanding under our Term Loan Facility (as defined herein) as of November 30, 2025 and August 31, 2025, respectively.

Such borrowings are variable-rate instruments that reset on a frequent short-term basis;

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In evaluating our management of liquidity and other risks, the fair values of all assets and liabilities should be taken into consideration, not only those presented above.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 6 — Inventories

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Inventories are stated on a first-in, first-out basis at the lower of cost and net realizable value and consist of the following as of the dates presented (in millions):

May 31, 2025 August 31, 2024

November 30, 2025 August 31, 2025

Raw materials, supplies, and work in process (1)

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(1) Due to the immaterial amount of estimated work in process and the short lead times for the conversion of raw materials to finished goods, we do not believe the segregation of raw materials and work in process is meaningful information.

We review inventory quantities on hand and record a provision for excess and obsolete inventory primarily based on estimated future demand and current market conditions.

A significant change in customer demand and/or market conditions could render certain inventory obsolete and could have a material adverse impact on our operating results in the period the change occurs.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

We review inventory quantities on hand and record a provision for excess or obsolete inventory primarily based on estimated future demand and current market conditions.

Although our historical experience related to demand and market conditions have been within expectations, a significant change in customer demand, market conditions, or technology could render certain inventory obsolete and thus could have a material adverse impact on our operating results in the period the change occurs.

Note 7 — Property, Plant, and Equipment

Property, plant, and equipment consist of the following as of the dates presented (in millions):

May 31, 2025 August 31, 2024

November 30, 2025 August 31, 2025

Land $ 22.3 $ 22.2

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Property, plant, and equipment, net $ 345.0 $ 343.2

As of May 31, 2025, one of our assets, included within property, plant, and equipment, with a carrying value of $ 5.5 million met the criteria to be classified as held for sale and is expected to be sold within one year.

This asset is reflected within Prepayments and other current assets on our Consolidated Balance Sheets as of May 31, 2025.

See the Fair Value Measurement footnote of the Notes to Consolidated Financial Statements for further details.

In the third quarter of fiscal 2025, one of our assets, with a carrying value of $ 5.5 million, met the criteria to be classified as held for sale.

This asset is reflected within Prepayments and other current assets on our Consolidated Balance Sheets.

It is expected to be sold within one year.

Note 8 — Goodwill and Intangible Assets

Through multiple acquisitions, we acquired definite-lived intangible assets consisting primarily of customer relationships, patented technology, distribution networks, and trademarks and trade names associated with specific products, which are amortized over their estimated useful lives.

Through multiple acquisitions, we acquired definite-lived intangible assets consisting primarily of customer relationships, developed technology and patents, distribution networks, and trademarks and trade names associated with specific products, which are amortized over their estimated useful lives.

Indefinite-lived intangible assets consist of trade names that are expected to generate cash flows indefinitely.

We recorded amortization expense for definite-lived intangible assets of $ 20.0 million and $ 10.0 million during the three months ended May 31, 2025 and May 31, 2024, respectively, and $ 45.5 million and $ 29.9 million during the nine months ended May 31, 2025 and May 31, 2024, respectively.

During the nine months ended May 31, 2025, we acquired goodwill and intangible assets as part of the QSC acquisition.

Refer to Acquisitions footnote of the Notes to Consolidated Financial Statements for additional information.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

We recorded amortization expense for definite-lived intangible assets of $ 23.4 million and $ 8.7 million during the three months ended November 30, 2025 and November 30, 2024, respectively.

The following table summarizes the changes in the carrying amount of goodwill by segment during the periods presented (in millions):

Acuity Brands Lighting Acuity Intelligent Spaces Total

ABL AIS Total

Balance at August 31, 2025 $ 1,016.0 $ 479.5 $ 1,495.5

Provisional amounts from acquired business — 363.5 363.5

Adjustments to provisional amounts from acquired businesses — 31.5 31.5

Foreign currency translation adjustments ( 1.6 ) ( 1.3 ) ( 2.9 )

Balance at May 31, 2025 $ 1,014.8 $ 477.8 $ 1,492.6

Acuity Brands Lighting Acuity Intelligent Spaces Total

Balance at November 30, 2025 $ 1,014.4 $ 478.2 $ 1,492.6

ABL AIS Total

Balance at August 31, 2024 $ 1,015.1 $ 83.6 $ 1,098.7

Foreign currency translation adjustments ( 4.9 ) ( 2.0 ) ( 6.9 )

Balance at May 31, 2024 $ 1,013.7 $ 83.0 $ 1,096.7

Balance at November 30, 2024 $ 1,010.2 $ 81.6 $ 1,091.8

Further discussion of goodwill and intangible assets is included within the Significant Accounting Policies footnote of the Notes to Consolidated Financial Statements within our Form 10-K .

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 9 — Other Current Liabilities

Other current liabilities consist of the following as of the dates presented (in millions):

May 31, 2025 August 31, 2024

November 30, 2025 August 31, 2025

Customer incentive programs (1)

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(4) Refer to the Debt and Lines of Credit footnote of the Notes to Consolidated Financial Statements for additional information.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 10 — Debt and Lines of Credit

Long-term Debt

Unsecured Notes

On November 10, 2020, Acuity Brands Lighting, Inc., a wholly-owned operating subsidiary of Acuity Inc., issued $ 500.0 million aggregate principal amount of 2.150 % senior unsecured notes due December 15, 2030 (the “Unsecured Notes”) at a price equal to 99.737 % of their face value.

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On June 30, 2022, we entered into a credit agreement (the “Credit Agreement”) with a syndicate of banks that provides us with a $ 600.0 million five-year unsecured revolving credit facility (the “Revolving Credit Facility”) with the ability to request an additional $ 400.0 million of borrowing capacity.

We had no short-term borrowings outstanding under the Revolving Credit Facility at May 31, 2025 and August 31, 2024.

We had no short-term borrowings outstanding under the Revolving Credit Facility at November 30, 2025 and August 31, 2025.

On November 25, 2024, we entered into an amendment to the Credit Agreement that, among other things, provided for a delayed draw term loan facility of up to $ 600.0 million (the “Term Loan Facility”), which could be drawn in a single borrowing at any time, subject to certain conditions.

In connection with the acquisition of QSC, we incurred an aggregate $ 600.0 million in indebtedness under the Term Loan Facility.

In March 2025, we repaid $ 100.0 million of the outstanding obligation.

We had $ 500.0 million in borrowings outstanding under the Term Loan Facility at May 31, 2025.

In fiscal 2025, we voluntarily repaid $ 200.0 million of the outstanding obligation.

In the first quarter of fiscal 2026, we voluntarily repaid an additional $ 100.0 million of the outstanding obligation.

We had borrowings outstanding under the Term Loan Facility of $ 300.0 million and $ 400.0 million at November 30, 2025 and August 31, 2025, respectively.

The Term Loan Facility will mature on June 30, 2027, which is the maturity date of the revolving loans and commitments under the existing Credit Agreement.

Borrowings under the Term Loan Facility bear interest at an adjusted term Secured Overnight Financing Rate (“SOFR”), adjusted daily simple SOFR rate, or base rate, at the Company’s option, plus an applicable margin.

The applicable margin is based on, at our option, the Company’s leverage ratio or ratings level, each as defined in the Credit Agreement, and ranges from 0.875 % to 1.375 % (for SOFR-based loans) and from 0.0 % to 0.375 % (for base rate loans).

Undrawn commitments under the Term Loan Facility will accrue a commitment fee from and after February 24, 2025 at a per annum rate ranging from 0.075 % to 0.175 %, depending on, at our option, the Company’s leverage ratio or ratings level, each as defined in the Credit Agreement.

The applicable margin is based on, at our option, the Company’s leverage ratio or ratings level, each as defined in the Credit Agreement, and ranges from 0.875 % to 1.375 % (for

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

SOFR-based loans) and from 0.0 % to 0.375 % (for base rate loans).

The covenants and events of default that apply to the revolving loans and commitments under the Credit Agreement also apply to the Term Loan Facility, and borrowings under the Term Loan Facility are guaranteed by the Company and the subsidiaries of the Company that guarantee the revolving loans and commitments.

We were in compliance with all financial covenants under the Credit Agreement as of the periods presented.

At May 31, 2025, we had additional borrowing capacity under the Credit Agreement of $ 595.8 million under the most restrictive covenant in effect at the time, which represents the full amount of the Revolving Credit Facility less outstanding letters of credit of $ 4.2 million issued under the Revolving Credit Facility, primarily for securing collateral requirements under our casualty insurance premiums.

At November 30, 2025, we had additional borrowing capacity under the Credit Agreement of $ 593.0 million under the most restrictive covenant in effect at the time, which represents the full amount of the Revolving Credit Facility less outstanding letters of credit of $ 7.0 million issued under the Revolving Credit Facility, primarily for securing collateral requirements under our casualty insurance policies.

None of our existing debt instruments include provisions that would require an acceleration of repayments based solely on changes in our credit ratings.

Borrowings and repayments on our Revolving Credit Facility with terms of three months or less are reported on a net basis on our Consolidated Statements of Cash Flows .

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 11 — Commitments and Contingencies

1 unchanged sentence

We establish estimated liabilities when the associated costs related to uncertainties or guarantees become probable and can be reasonably estimated.

For the period ended May 31, 2025, no material changes have occurred in our estimated liabilities for self-insurance, litigation, environmental matters, guarantees, and indemnities, or relevant events and circumstances, from those disclosed in the Commitments and Contingencies footnote of the Notes to Consolidated Financial Statements within our Form 10-K.

For the period ended November 30, 2025, no material changes have occurred in our estimated liabilities for self-insurance, litigation, environmental matters, guarantees, and indemnities, or relevant events and circumstances, from those disclosed in the Commitments and Contingencies footnote of the Notes to Consolidated Financial Statements within our Form 10-K.

Product Warranty Costs

8 unchanged sentences

Estimated liabilities for product warranty costs are included in Other accrued liabilities or Other long-term liabilities on the Consolidated Balance Sheets based upon when we expect to settle the incurred warranty.

The following table summarizes changes in the estimated liabilities for product warranty costs during the periods presented (in millions):

Nine Months Ended

May 31, 2025 May 31, 2024

The following table summarizes changes in the estimated liabilities for product warranty costs, excluding any estimated or actual lost recoveries, during the periods presented (in millions):

Three Months Ended

November 30, 2025 November 30, 2024

Beginning balance $ 44.1 $ 37.5

1 unchanged sentence

Payments and other deductions ( 8.2 ) ( 9.3 )

( 28.0 ) ( 30.1 )

Acquired warranty liabilities 7.8 —

Ending balance $ 43.0 $ 34.5

_________________________

(1) Amounts exclude any estimated or actual loss recoveries.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

We are subject to various other legal claims arising in the normal course of business, including patent infringement, employment matters, and product liability claims.

4 unchanged sentences

However, we cannot make a meaningful estimate of actual costs to be incurred that could possibly be higher or lower than the accrued amounts.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 12 — Changes in Stockholders' Equity

11 unchanged sentences

Share-based payment amortization, issuances, and cancellations 0.1 0.1 ( 15.1 ) — — — ( 15.0 )

Employee stock purchase plan issuances — * — 0.6 — — — 0.6

Stock options exercised and other — * — 1.4 — — — 1.4

Cash dividends of $ 0.17 per share paid on common stock

— — — ( 5.3 ) — — ( 5.3 )

Stock options exercised 0.1 — 15.0 — — — 15.0

Repurchases of common stock ( 0.1 ) — — — — ( 27.6 ) ( 27.6 )

Balance, November 30, 2025 30.7 $ 0.6 $ 1,151.0 $ 4,401.0 $ ( 81.4 ) $ ( 2,677.2 ) $ 2,794.0

Net income — — — 77.5 — — 77.5

Other comprehensive loss — — — — ( 11.2 ) — ( 11.2 )

Share-based payment amortization, issuances, and cancellations

_______________________________________

Employee stock purchase plan issuances — * — 0.4 — — — 0.4

Cash dividends of $ 0.17 per share paid on common stock

— — — ( 5.5 ) — — ( 5.5 )

Stock options exercised — * — 1.0 — — — 1.0

Repurchases of common stock — * — — — — ( 16.1 ) ( 16.1 )

Balance, February 28, 2025 31.0 0.5 1,132.8 4,084.0 ( 142.9 ) ( 2,554.0 ) 2,520.4

Net income — — — 98.4 — — 98.4

Other comprehensive income — — — — 28.3 — 28.3

Share-based payment amortization, issuances, and cancellations — * — 10.2 — — — 10.2

Employee stock purchase plan issuances — * — 0.5 — — — 0.5

Cash dividends of $ 0.17 per share paid on common stock

— — — ( 5.3 ) — — ( 5.3 )

Repurchases of common stock ( 0.3 ) — — — — ( 68.5 ) ( 68.5 )

Balance, May 31, 2025 30.7 $ 0.5 $ 1,143.5 $ 4,177.1 $ ( 114.6 ) $ ( 2,622.5 ) $ 2,584.0

_______________________________________

(1) Share activity and balances above are calculated using rounded numbers.

* Represents shares of less than 0.1 million.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Common Stock Outstanding

9 unchanged sentences

Share-based payment amortization, issuances, and cancellations 0.1 — ( 11.0 ) — — — ( 11.0 )

Employee stock purchase plan issuances — * — 0.5 — — — 0.5

Stock options exercised and other 0.1 — 15.6 — — — 15.6

Cash dividends of $ 0.15 per share paid on common stock

— — — ( 4.5 ) — — ( 4.5 )

Stock options exercised — * — 1.1 — — — 1.1

Repurchases of common stock — * — — — — ( 5.4 ) ( 5.4 )

Balance, November 30, 2024 31.0 $ 0.5 $ 1,120.5 $ 4,012.0 $ ( 131.7 ) $ ( 2,537.9 ) $ 2,463.4

Net income — — — 89.2 — — 89.2

Other comprehensive income — — — — 1.4 — 1.4

Share-based payment amortization, issuances, and cancellations — * — 11.8 — — — 11.8

Employee stock purchase plan issuances — * — 0.3 — — — 0.3

Cash dividends of $ 0.15 per share paid on common stock

_______________________________________

Stock options exercised — * — 5.1 — — — 5.1

Repurchases of common stock ( 0.1 ) — — — — ( 17.6 ) ( 17.6 )

Balance, February 29, 2024 30.8 0.5 1,087.7 3,686.4 ( 112.7 ) ( 2,512.3 ) 2,149.6

Net income — — — 113.9 — — 113.9

Other comprehensive income — — — — 0.8 — 0.8

Share-based payment amortization, issuances, and cancellations — * — 10.7 — — — 10.7

Employee stock purchase plan issuances — * — 0.4 — — — 0.4

Cash dividends of $ 0.15 per share paid on common stock

— — — ( 4.6 ) — — ( 4.6 )

Stock options exercised — * — 4.6 — — — 4.6

Repurchases of common stock ( 0.1 ) — — — — ( 20.7 ) ( 20.7 )

Balance, May 31, 2024 30.7 $ 0.5 $ 1,103.4 $ 3,795.7 $ ( 111.9 ) $ ( 2,533.0 ) $ 2,254.7

_______________________________________

(1) Share activity and balances above are calculated using rounded numbers.

* Represents shares of less than 0.1 million.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 13 — Revenue

We recognize revenue when we transfer control of goods and services to our customers.

Revenue is measured as the amount of consideration we expect to receive in exchange for goods and services and is recognized net of allowances for rebates, sales incentives, product returns, and discounts to customers.

Revenue is measured as the amount of consideration we expect to receive in exchange for goods and services and is recognized net of rebates, sales incentives, product returns, and discounts to customers.

We allocate the expected consideration to be collected to each distinct performance obligation identified in a sale based on its standalone selling price.

6 unchanged sentences

Contract liabilities arise when we receive cash or an unconditional right to collect cash prior to the transfer of control of goods or services.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

The amount of transaction price from contracts with customers allocated to our contract liabilities consists of the following as of the dates presented (in millions):

May 31, 2025 August 31, 2024

November 30, 2025 August 31, 2025

Current deferred revenues $ 22.4 $ 21.4

Non-current deferred revenues 35.6 38.0

Current deferred revenues primarily consist of service-type warranty and professional service fees collected prior to performing the related service as well as software licenses.

Current deferred revenues are included within Other current liabilities on the Consolidated Balance Sheets .

Current deferred revenues primarily consist of upfront fees collected for service-type warranties, time-bound software licenses, software as a service arrangements, and professional fees and are included within Other current liabilities on the Consolidated Balance Sheets.

These services are expected to be performed within one year.

Revenue recognized from beginning balances of contract liabilities during the nine months ended May 31, 2025 totaled $ 13.2 million.

Non-current deferred revenues primarily consist of long-term service-type warranties, which are typically recognized ratably as revenue between five and ten years from the date of sale, and are included within Other long-term liabilities on the Consolidated Balance Sheets.

Unsatisfied performance obligations that do not represent contract liabilities are expected to be satisfied within one year from May 31, 2025 and consist primarily of orders for physical goods that have not yet been shipped.

Revenue recognized from beginning balances of contract liabilities during the three months ended November 30, 2025 totaled $ 7.8 million.

Non-current deferred revenues primarily consist of long-term service-type warranties, which are typically recognized ratably as revenue between five years and ten years from the date of sale, and are included within Other long-term liabilities on the Consolidated Balance Sheets.

Unsatisfied performance obligations that do not represent contract liabilities are expected to be satisfied within one year from November 30, 2025 and consist primarily of orders for physical goods that have not yet been shipped.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Disaggregated Revenues

Our Acuity Brands Lighting segment's products are sold primarily through independent sales agents who cover specific geographic areas and market channels, by internal sales representatives, through consumer retail channels, directly to large corporate accounts, and through other distribution methods, including directly to OEM customers.

Acuity Intelligent Spaces sells predominantly to system integrators.

Our ABL segment's luminaires and electronics are sold primarily through independent sales agents who cover specific geographic areas and market channels, by internal sales representatives, through consumer retail channels, directly to large corporate accounts, and through other distribution methods, including directly to OEM customers.

AIS sells predominantly to system integrators.

The following table shows revenue from contracts with customers by sales channel and reconciles to our segment information for the periods presented (in millions):

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Acuity Brands Lighting:

Three Months Ended

November 30, 2025 November 30, 2024

Independent sales network $ 666.3 $ 643.9

3 unchanged sentences

OEM and other 51.7 57.3

Total Acuity Brands Lighting 923.2 898.5 2,649.8 2,618.4

Acuity Intelligent Spaces 264.1 75.7 509.1 208.0

Total ABL 895.1 886.0

AIS 257.4 73.5

Eliminations ( 8.8 ) ( 7.9 )

2 unchanged sentences

We account for share-based payments through the measurement and recognition of compensation expense for share-based payment awards made to employees and directors over the related requisite service period, including restricted stock, performance stock units, and stock options (all part of our equity incentive plan), as well as stock units representing certain deferrals into our director deferred compensation plan or our supplemental deferred savings plan.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

The following table presents share-based payment expense for the periods presented (in millions):

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Three Months Ended

November 30, 2025 November 30, 2024

Share-based payment expense $ 12.5 $ 12.1

1 unchanged sentence

Note 15 — Pension Plans

We have several pension plans, both qualified and non-qualified, covering certain hourly and salaried employees.

We have pension plans, both qualified and non-qualified, covering certain hourly and salaried employees.

Benefits paid under these plans are based generally on employees’ years of service and/or compensation during the final years of employment.

We make at least the minimum annual contributions to the plans to the extent indicated by actuarial valuations and statutory requirements.

Plan assets are invested primarily in fixed income securities.

We historically have made at least the minimum annual contributions to the plans to the extent indicated by actuarial valuations and statutory requirements.

Plan assets are invested primarily in fixed income and equity securities.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Service cost of net periodic pension cost is allocated between Cost of products sold and Selling, distribution, and administrative expenses in the Consolidated Statements of Comprehensive Income based on the function of the employee's services.

All other components of net periodic pension cost are included within Miscellaneous expense (income), net in the Consolidated Statements of Comprehensive Income .

All other components of net periodic pension cost are included within Miscellaneous (income) expense, net in the Consolidated Statements of Comprehensive Income .

Net periodic pension cost included the following components before tax for the periods presented (in millions):

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Three Months Ended

November 30, 2025 November 30, 2024

Service cost $ 1.1 $ 1.4

4 unchanged sentences

Further details regarding our pension plans are included within the Pension and Defined Contribution Plans footnote of the Notes to Consolidated Financial Statements within our Form 10-K.

Note 16 — Special Charges

During the third fiscal quarter of 2025, we recognized pre-tax special charges of $ 29.7 million.

We recognized no special charges during the three and nine months ended May 31, 2024.

The details of the special charges during the periods presented are summarized as follows (in millions):

Three Months Ended Nine Months Ended

Impairments of long-lived assets $ 16.7 $ 16.7

Severance and employee-related costs 7.2 7.2

Other items 5.8 5.8

Total special charges $ 29.7 $ 29.7

As of May 31, 2025, remaining accruals related to special charges totaled $ 1.9 million and are included in Accrued compensation in the Consolidated Balance Sheets .

These amounts related to unpaid severance and employee-related costs from our third quarter fiscal 2025 actions.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 16 — Other Expense

The following table summarizes the components of O ther expense , net for the periods presented (in millions):

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

The following table summarizes the components of O ther expense (income) , net for the periods presented (in millions):

Three Months Ended

November 30, 2025 November 30, 2024

Interest expense (income), net:

2 unchanged sentences

Interest expense (income), net 8.4 ( 4.0 )

Miscellaneous expense (income), net:

Miscellaneous (income) expense, net:

Non-service components of net periodic pension cost 0.9 1.0

Foreign currency transaction (gain) losses 0.4 ( 1.4 ) 0.3 ( 0.6 )

Foreign currency transaction losses 0.1 0.1

Other items ( 1.6 ) 1.4

Miscellaneous expense (income), net 2.3 ( 0.5 ) 5.8 1.2

Miscellaneous (income) expense, net ( 0.6 ) 2.5

Other expense (income), net $ 7.8 $ ( 1.5 )

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Note 17 — Earnings Per Share

4 unchanged sentences

The following table calculates basic earnings per common share and diluted earnings per common share for the periods presented (in millions, except per share data):

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Three Months Ended

November 30, 2025 November 30, 2024

Net income $ 120.5 $ 106.7

9 unchanged sentences

Amounts in the table may not recalculate exactly due to rounding.

Stock options, performance stock awards, and restricted stock awards that were excluded from the diluted earnings per share calculation as the effect of inclusion would have been antidilutive were immaterial for the three and nine months ended May 31, 2025 and May 31, 2024.

Stock options, performance stock awards, and restricted stock awards that were excluded from the diluted earnings per share calculation as the effect of inclusion would have been antidilutive were immaterial for the three months ended November 30, 2025 and November 30, 2024.

Further discussion of our share-based payment awards is included within the Common Stock and Related Matters and Share-based Payments footnotes of the Notes to Consolidated Financial Statements within our Form 10-K.

2 unchanged sentences

Comprehensive income includes our net income as well as other comprehensive (loss) income items, which are comprised of foreign currency translation and pension adjustments.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

The following table presents the changes in each component of accumulated other comprehensive loss net of tax during the periods presented (in millions):

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Foreign Currency Items Defined Benefit Pension Plans Accumulated Other Comprehensive Loss Items

3 unchanged sentences

Net current period other comprehensive (loss) income ( 5.1 ) 0.2 ( 4.9 )

Balance at May 31, 2025 $ ( 72.1 ) $ ( 42.5 ) $ ( 114.6 )

Balance at November 30, 2025 $ ( 65.2 ) $ ( 16.2 ) $ ( 81.4 )

Foreign Currency Items Defined Benefit Pension Plans Accumulated Other Comprehensive Loss Items

3 unchanged sentences

Net current period other comprehensive (loss) income ( 17.3 ) 0.5 ( 16.8 )

Balance at May 31, 2024 $ ( 66.1 ) $ ( 45.8 ) $ ( 111.9 )

Balance at November 30, 2024 $ ( 88.2 ) $ ( 43.5 ) $ ( 131.7 )

_______________________________________

3 unchanged sentences

Three Months Ended

May 31, 2025 May 31, 2024

Before Tax Amount Tax (Expense) Benefit Net of Tax Amount Before Tax Amount Tax (Expense) Benefit Net of Tax Amount

Foreign currency translation adjustments $ 27.8 $ — $ 27.8 $ 0.3 $ — $ 0.3

Actuarial losses on defined benefit pension plans 0.6 ( 0.1 ) 0.5 0.8 ( 0.3 ) 0.5

Other comprehensive income (loss) $ 28.4 $ ( 0.1 ) $ 28.3 $ 1.1 $ ( 0.3 ) $ 0.8

Nine Months Ended

May 31, 2025 May 31, 2024

November 30, 2025 November 30, 2024

Before Tax Amount Tax (Expense) Benefit Net of Tax Amount Before Tax Amount Tax (Expense) Benefit Net of Tax Amount

1 unchanged sentence

Actuarial losses on defined benefit pension plans 0.4 ( 0.2 ) 0.2 0.7 ( 0.2 ) 0.5

Other comprehensive income (loss) $ 0.7 $ ( 0.4 ) $ 0.3 $ 1.3 $ ( 0.6 ) $ 0.7

Other comprehensive loss $ ( 4.7 ) $ ( 0.2 ) $ ( 4.9 ) $ ( 16.6 ) $ ( 0.2 ) $ ( 16.8 )

Note 19 — Segment Information

We report our financial results of operations in two reportable segments, Acuity Brands Lighting and Acuity Intelligent Spaces, consistent with how our chief operating decision maker currently evaluates operating results, assesses performance, and allocates resources within the Company.

We report our financial results of operations in two reportable segments, ABL and AIS, consistent with how our chief operating decision maker (“CODM”), Neil Ashe, Chairman, President and Chief Executive Officer, evaluates operating results, assesses performance, and allocates resources within the Company.

See the Description of Business and Basis of Presentation footnote of the Notes to Consolidated Financial Statements for further details on how we identify our reportable segments.

For both segments, our CODM uses segment operating profit as the measurement of segment profit to allocate resources and assess performance.

Our CODM considers target-to-actual differences in operating profit when making decisions on how to allocate capital and resources.

Additionally, he considers segment operating profit when evaluating employee compensation and personnel allocations.

We allocate certain working capital assets and capital expenditures to our segments primarily to assess each segment's contribution to our consolidated operating cash flows and capital expenditures.

Segment assets include accounts receivable and inventory.

Unallocated assets are presented in corporate as a reconciling item to our total consolidated assets.

The accounting policies of our reportable segments are the same as those described in the Significant Accounting Policies footnote of the Notes to Consolidated Financial Statements within our Form 10-K.

1 unchanged sentence

These include expenses related to governance, policy setting, compliance, and certain other shared services functions.

Additionally, net interest expense, net miscellaneous expense, income tax expense, and acquisition related costs are not allocated to segments.

Additionally, net interest expense (income), net miscellaneous (income) expense, and income tax expense are not allocated to segments.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

During the third fiscal quarter of 2025, we recorded $ 29.7 million in special charges within the ABL segment.

We recognized no special charges during the three and nine months ended May 31, 2024

The following table presents financial information by operating segment for the periods presented (in millions):

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Acuity Brands Lighting $ 923.2 $ 898.5 $ 2,649.8 $ 2,618.4

Acuity Intelligent Spaces 264.1 75.7 509.1 208.0

Eliminations (1)

( 8.7 ) ( 6.1 ) ( 22.4 ) ( 17.7 )

Total $ 1,178.6 $ 968.1 $ 3,136.5 $ 2,808.7

Three Months Ended November 30, 2025

ABL AIS Corporate Eliminations Total

Net sales $ 895.1 $ 257.4 $ — $ ( 8.8 ) $ 1,143.7

Cost of goods sold 494.5 104.2 — ( 8.8 ) 589.9

Selling, distribution, and administrative expenses 251.6 116.2 25.6 — 393.4

Operating profit $ 149.0 $ 37.0 $ ( 25.6 ) $ — 160.4

Acuity Brands Lighting $ 134.0 $ 151.5 $ 407.6 $ 421.3

Acuity Intelligent Spaces 27.4 12.5 48.1 26.9

Unallocated corporate amounts ( 21.6 ) ( 18.7 ) ( 72.4 ) ( 51.9 )

Total $ 139.8 $ 145.3 $ 383.3 $ 396.3

____________________________

(1) These amounts represent intersegment sales.

Profit on these sales eliminates within gross profit on a consolidated basis.

The following table reconciles operating profit by segment to income before income taxes for the periods presented (in millions):

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Operating profit - Acuity Brands Lighting $ 134.0 $ 151.5 $ 407.6 $ 421.3

Operating profit - Acuity Intelligent Spaces 27.4 12.5 48.1 26.9

Unallocated corporate amounts ( 21.6 ) ( 18.7 ) ( 72.4 ) ( 51.9 )

Interest expense, net 8.4

Miscellaneous income, net ( 0.6 )

Income before income taxes $ 152.6

Supplemental Information:

Depreciation and amortization $ 17.1 $ 20.4 $ 0.8 $ — $ 38.3

Segment assets 853.2 230.2 3,568.7 — 4,652.1

Capital expenditures 23.3 2.7 — — 26.0

Three Months Ended November 30, 2024

ABL AIS Corporate Eliminations Total

Net sales $ 886.0 $ 73.5 $ — $ ( 7.9 ) $ 951.6

Cost of goods sold 479.6 30.6 — ( 7.9 ) 502.3

Selling, distribution, and administrative expenses 263.1 32.1 20.8 — 316.0

Operating profit $ 143.3 $ 10.8 $ ( 20.8 ) $ — 133.3

Interest expense (income), net 12.1 ( 1.8 ) 15.0 ( 1.0 )

Miscellaneous expense (income), net 2.3 ( 0.5 ) 5.8 1.2

Interest income, net ( 4.0 )

Miscellaneous expense, net 2.5

Income before income taxes $ 134.8

Segment assets include accounts receivable and inventory.

Total segment assets for AIS were $ 194.3 million and $ 67.6 million as of May 31, 2025 and August 31, 2024, respectively.

This increase was due to the acquisition of QSC.

Refer to Acquisitions footnote of the Notes to Consolidated Financial Statements for additional information.

Supplemental Information:

Depreciation and amortization $ 17.6 $ 3.4 $ 0.6 $ — $ 21.6

Segment assets 868.2 57.6 2,938.5 — 3,864.3

Capital expenditures 18.1 0.8 — — 18.9

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-Q

Item 1. Financial Statements