What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2026-02-18 compared with 2025-02-19 · 279 added, 301 removed, 1355 unchanged (30% of the section changed)

1 unchanged sentence

INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Report of Independent Registered Public Accounting Firm (PC AOB I D No.

Report of Independent Registered Public Accounting Firm (PCAOB ID No.

Consolidated Balance Sheets

7 unchanged sentences

(4) Business Combinations

(5) Disposition of Business

(5) Inventories and Supplies

1 unchanged sentence

(7) Goodwill and Other Intangible Assets

(9) Accrued Expense s a nd Other Current Liabilities

(8) Accrued Expenses and Other Current Liabilities

(9) Closure and Post-Closure Liabilities

5 unchanged sentences

(15) Accumulated Other Comprehensive Loss

(17) Stoc k - b ased Compensation

(16) Stock-based Compensation

(17) Commitments and Contingencies

111 unchanged sentences

Income from operations 673,372 670,232 612,439

Other (expense) income, net

( 1,454 ) 2,315 2,472

Other income (expense), net 5,200 ( 1,454 ) 2,315

Loss on early extinguishment of debt ( 8,277 ) ( 371 ) ( 2,880 )

Gain on sale of business — — 8,864

Gain on sale of businesses 776 — —

Interest expense, net of interest income of $ 25,749 , $ 19,437 and $ 11,930 , respectively

16 unchanged sentences

Net income $ 390,974 $ 402,299 $ 377,856

Other comprehensive (loss) income, net of tax:

Unrealized gain (loss) on available-for-sale securities 37 559 ( 413 )

Unrealized gain on fair value of interest rate hedges 12,056 5,163 61,124

Other comprehensive income (loss), net of tax:

Unrealized gain on available-for-sale securities 124 37 559

Unrealized (loss) gain on fair value of interest rate hedges ( 3,623 ) 12,056 5,163

Reclassification adjustment for interest rate hedge amounts realized in net income ( 10,096 ) ( 14,295 ) ( 16,425 )

2 unchanged sentences

Foreign currency translation adjustments 22,188 ( 36,363 ) 9,000

Other comprehensive (loss) income, net of tax ( 38,296 ) ( 8,158 ) 28,831

Other comprehensive income (loss), net of tax 9,019 ( 38,296 ) ( 8,158 )

Comprehensive income $ 399,993 $ 364,003 $ 369,698

15 unchanged sentences

Deferred income taxes 25,763 18,437 12,685

Other expense (income), net

1,454 ( 2,315 ) ( 2,472 )

Other (income) expense, net ( 5,200 ) 1,454 ( 2,315 )

Stock-based compensation 32,702 27,981 20,703

Loss on early extinguishment of debt 8,277 371 2,880

Gain on sale of business — — ( 8,864 )

Gain on sale of businesses ( 776 ) — —

Environmental expenditures ( 16,099 ) ( 27,522 ) ( 28,960 )

10 unchanged sentences

Acquisitions, net of cash acquired — ( 478,011 ) ( 119,596 )

Proceeds from sale of business, net of transaction costs 750 750 16,811

Proceeds from sale of businesses, net of transaction costs

4,275 750 750

Additions to intangible assets including costs to obtain or renew permits ( 3,648 ) ( 9,607 ) ( 2,649 )

2 unchanged sentences

Net cash used in investing activities ( 425,786 ) ( 903,674 ) ( 575,050 )

Cash flows from (used in) financing activities:

Cash flows (used in) from financing activities:

Change in uncashed checks 3,563 ( 1,473 ) 2,759

9 unchanged sentences

Payment on revolving credit facility — — ( 114,000 )

Net cash from (used in) financing activities

377,032 ( 208,891 ) ( 187,315 )

Net cash (used in) from financing activities ( 309,342 ) 377,032 ( 208,891 )

Effect of exchange rate change on cash 7,526 ( 8,635 ) 1,484

9 unchanged sentences

Property, plant and equipment accrued 33,332 43,750 52,376

Remedial liability assumed in acquisition of property, plant and equipment — — 8,092

The accompanying notes are an integral part of these consolidated financial statements.

8 unchanged sentences

Net income — — — — 377,856 377,856

Other comprehensive income — — — 28,831 — 28,831

Other comprehensive loss

— — — ( 8,158 ) — ( 8,158 )

Stock-based compensation — — 20,703 — — 20,703

8 unchanged sentences

Repurchases of common stock ( 237 ) ( 2 ) ( 55,209 ) — — ( 55,211 )

Employee stock purchase plan 15 — 3,009 — — 3,009

Balance at December 31, 2024 53,833 538 421,749 ( 213,635 ) 2,364,877 2,573,529

Net income — — — — 390,974 390,974

Other comprehensive loss — — — ( 38,296 ) — ( 38,296 )

Other comprehensive income — — — 9,019 — 9,019

Stock-based compensation — — 32,702 — — 32,702

21 unchanged sentences

Actual results could differ from those estimates, and any such differences may be material to the consolidated financial statements.

Estimates and assumptions are reviewed periodically and the effects of changes, if any, are reflected in our consolidated financial statements in the period they are determined.

Estimates and assumptions are reviewed periodically and the effects of changes, if any, are reflected in the consolidated financial statements in the period they are determined.

Cash, Cash Equivalents, Marketable Securities and Uncashed Checks

5 unchanged sentences

Commercial paper $ 3,988 $ 4,035

Corporate notes and bonds 1,601 —

Total cash equivalents 5,589 4,035

9 unchanged sentences

Checks that have been written to vendors or employees but have not yet been presented for payment at the Company's bank are classified as uncashed checks in accounts payable and changes in the balance are reported as a financing activity in the consolidated statements of cash flows.

Allowance for Doubtful Accounts and Revenue Allowance

On a regular basis, the Company evaluates its accounts receivable and establishes the allowance for doubtful accounts

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

based on an evaluation of certain criteria and evidence of collection uncertainty including historical collection trends, reasonable expectations of future collections, current economic trends and changes in customer payment patterns.

Allowance for Doubtful Accounts and Revenue Allowance

On a regular basis, the Company evaluates its accounts receivable and establishes the allowance for doubtful accounts based on an evaluation of certain criteria and evidence of collection uncertainty including historical collection trends, reasonable expectations of future collections, current economic trends and changes in customer payment patterns.

Past-due receivable balances are written off when the Company's collection efforts have been deemed unsuccessful in collecting the outstanding balance due.

42 unchanged sentences

Furniture and fixtures 5 - 8 years

Gains and losses on the sale of property, plant and equipment are included in Other (expense) income, net.

Gains and losses on the sale of property, plant and equipment are included in Other income (expense), net.

Fully depreciated assets are retained in property, plant and equipment and accumulated depreciation until they are removed from service.

2 unchanged sentences

The Company did not record any impairment charges related to long-lived assets in the periods presented.

Business Combinations

In accordance with the acquisition method of accounting, the purchase price paid for an acquisition is allocated to the assets and liabilities acquired based upon their estimated fair values as of the acquisition date, with the excess of the purchase price over the net assets acquired recorded as goodwill.

As required, a preliminary fair value is determined once a business is acquired, with the final determination of the fair value being completed no later than one year from the date of acquisition.

Goodwill is comprised of the purchase price of business acquisitions in excess of the fair value of the net assets acquired.

14 unchanged sentences

The impairment loss, if any, is measured as the excess of the carrying amount over the fair value of the asset or group of assets.

Indefinite-lived intangible assets are not amortized but are reviewed for impairment annually as of December 31, or when events or changes in the business environment indicate that the carrying value may be impaired.

If the fair value of the asset is less than the carrying amount, the impairment loss is measured as the excess of the carrying value of the asset over its fair value.

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

If the fair value of the asset is less than the carrying amount, the impairment loss is measured as the excess of the carrying value of the asset over its fair value.

Landfill Accounting

The Company amortizes landfill improvements and certain landfill-related permits over the estimated useful lives.

The Company amortizes landfill improvements over the estimated useful lives.

The units-of-consumption method is used to amortize land, landfill cell construction, asset retirement costs and remaining landfill cells and sites.

35 unchanged sentences

Remaining capacity, end of year 36,619 26,951

In the year ended December 31, 2023 the Company received a permit for expansion of its Kimball, Nebraska landfill.

In the year ended December 31, 2025 a permit expansion for the Company’s Lone Mountain, Oklahoma facility became highly probable and was subsequently received.

Amortization of cell construction costs and accrual of cell closure obligations —Landfills are typically comprised of a number of cells, which are constructed within a defined acreage (or footprint).

8 unchanged sentences

Spending for cell capping is reflected as environmental expenditures within operating activities in the consolidated statements of cash flows.

Landfill final closure and post-closure liabilities —The balance of landfill final closure and post-closure liabilities was $ 59.4 million at both December 31, 2024 and 2023 respectively.

Landfill final closure and post-closure liabilities —The balance of landfill final closure and post-closure liabilities at December 31, 2025 and 2024 was $ 59.8 million and $ 59.4 million, respectively.

The Company has material financial commitments for the costs associated with requirements of the Environmental Protection Agency ("EPA") and the comparable regulatory agency in Canada for landfill final closure and post-closure activities.

82 unchanged sentences

In addition, the Company issues awards with performance targets established prior to or at the grant date.

The expense for these awards is recognized over the requisite service period when management believes it is probable those performance targets will be achieved.

The expense for these awards is recognized over the requisite service period when management believes it is probable those performance targets will be achieved, which could result in achievement of performance awards up to 200 % of the target share award.

The fair value of the Company's grants under the 2020 Stock Incentive Plan are based on the closing price of the Company's common stock on the respective dates of grant.

The fair value of shares issued under the Company’s 2024 Employee Stock Purchase plan are valued using the Black-Scholes option pricing model, which requires management to make assumptions with respect to the fair value of our common stock on the grant date, including the expected volatility of our stock, calculated based on a period of time generally commensurate with the expected term of the award and risk-free interest rates.

In 2025, certain modifications were made to the terms of awards issued under the 2020 Stock Incentive Plan.

Unvested and prospective awards were modified to allow for accelerated vesting of unvested awards in the event of death or certain disability at which point any unrecognized compensation is expensed immediately.

Additionally, unvested and prospective awards were modified to include provisions for a “Qualified Retirement” event which, upon meeting certain age and tenure requirements and providing a required notice period allows for accelerated vesting of certain employee shares upon the retirement date.

When employee share awards become subject to either of these criteria, any unrecognized compensation expense will be accelerated to match the employee’s remaining service period.

The impact of these modifications on the current awards was immaterial in the period.

The fair value of shares issued under the Company’s Employee Stock Purchase plan are valued using the Black-Scholes option pricing model, which requires management to make assumptions with respect to the fair value of the Company’s common stock on the grant date, including the expected volatility of the stock, calculated based on a period of time generally

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

commensurate with the expected term of the award and risk-free interest rates.

Forfeitures are recognized as they occur.

5 unchanged sentences

To the extent that the interest rate swap is highly effective, changes in fair value are recorded in stockholders’ equity as a component of accumulated other comprehensive loss.

Amounts are reclassified from accumulated other comprehensive loss into interest expense on the consolidated statement of operations in the same period or

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

periods during which the hedged transactions affect earnings.

Amounts are reclassified from accumulated other comprehensive loss into interest expense on the consolidated statement of operations in the same period or periods during which the hedged transactions affect earnings.

Although it was determined that the interest rate swaps will be a highly effective hedge, any portion of the interest rate swaps subsequently determined to be ineffective will be recognized in earnings.

23 unchanged sentences

daily, weekly or monthly) to satisfy immediate and/or short-term operational needs of the business which can arise based upon the nature of particular services performed.

The Company has elected not to recognize right-of-use ("ROU") assets and lease liabilities for these short-term leases.

The Company has elected not to recognize right-of-use (“ROU”) assets

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

and lease liabilities for these short-term leases.

Operating leases with terms exceeding one year and all finance leases are recognized as ROU assets and lease liabilities and measured at commencement date based on the present value of the future lease payments over the lease term.

3 unchanged sentences

The variable lease cost will also include the Company’s portion of property tax, utilities and common area maintenance.

A significant portion of the Company’s real estate lease agreements include renewal

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

periods at the Company’s option.

A significant portion of the Company’s real estate lease agreements include renewal periods at the Company’s option.

The Company includes these renewal periods in the lease term only when renewal is reasonably certain based upon facts and circumstances specific to the lease and known by the Company.

7 unchanged sentences

Accounting Pronouncements Adopted

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , which requires an enhanced disclosure of significant segment expenses on an annual and interim basis.

The Company adopted ASU No.

2023-07 for the year ended December 31, 2024.

The only significant impact from the adoption of this standard relates to incremental disclosures now required.

Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU No.

1 unchanged sentence

Improvements to Income Tax Disclosures , which enhances income tax disclosures related to the tax rate reconciliation and income taxes paid.

This guidance will be effective for the annual periods beginning the year ended December 31, 2025.

Early adoption is permitted.

Upon adoption, the guidance can be applied prospectively or retrospectively.

The Company is currently evaluating the impact of adopting this new pronouncement on its consolidated financial statements disclosures.

The Company adopted ASU No.

2023-09 using the retrospective approach for the year ended December 31, 2025.

The only significant impact from the adoption of this standard relates to incremental disclosures now required.

See Note 12, “Income Taxes,” for the applicable income tax disclosures required by this guidance.

Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU No.

2024-03, Income Statement—Reporting Comprehensive

Income—Expense Disaggregation Disclosures (Subtopic 220-40) , which requires disaggregated disclosure of income statement expenses.

Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses , which requires disaggregated disclosure of income statement expenses.

This guidance will be effective for annual periods beginning the year ended December 31, 2027.

1 unchanged sentence

Upon adoption, the guidance can be applied prospectively or retrospectively.

The Company is currently evaluating the impact of adopting this new pronouncement on its consolidated financial statements disclosures.

The Company is currently evaluating the impact of adopting this new pronouncement on its future consolidated financial statement disclosures.

In September 2025, the FASB issued ASU No.

2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) :

Targeted Improvements to the Accounting for Internal-Use Software , which is intended to modernize the accounting for internal-use software costs.

The amendment eliminates the previous accounting model based on software development stages and aligns with current agile implementation principles.

Under the new guidance, capitalization begins when management has authorized and committed to funding the project, and it is probable that the software will be completed and used for its intended purpose.

The amendments are effective in annual periods beginning after December 15, 2027, and interim periods within those years, with early adoption permitted.

The amendment may be applied on a prospective, retrospective or modified retrospective basis.

The Company is currently evaluating the provisions of the amendments and the impact on its future consolidated financial statements.

The Company generates revenues through the following operating segments:

1 unchanged sentence

The Company’s Environmental Services operating segment generally has four sources of revenue and the SKSS operating segment has two sources of revenue.

The Company disaggregates third-party revenues by geographic location and source of revenue as management believes these categories depict how revenue and cash flows are affected by economic factors.

The Company disaggregates third-party revenues by geographic location and source of revenue as

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

management believes these categories depict how revenue and cash flows are affected by economic factors.

The tables below present revenue billed to outside customers by a particular segment.

2 unchanged sentences

Technical Services —Technical Services contribute to the revenues of the Environmental Services operating segment.

Revenues for these services are generated from fees charged for waste material management and disposal services including onsite environmental management services, collection and transportation, packaging, recycling, treatment and disposal of waste and remediation projects.

Revenues for these services are generated from fees charged for waste material management and disposal services including onsite environmental management services, remediation projects, collection and transportation, packaging, recycling, treatment and disposal of waste.

These services handle hazardous and/or non-hazardous waste, including per- and polyfluoroalkyl substances (“PFAS”).

Revenue is primarily generated by short-term projects, most of which are governed by master service agreements that are long-term in nature.

These master service agreements are typically entered into with the Company’s larger customers and outline the pricing and legal frameworks for such arrangements.

Revenue is primarily generated by short-term projects, most of which are governed by master service agreements that are long-term in nature and outline the pricing and legal frameworks for such arrangements.

Services are provided based on purchase orders or agreements with the customer and include prices based upon units of volume of waste, material and personnel costs as well as transportation and other fees.

Collection and transportation revenues are recognized over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date.

The Company uses the input method to recognize revenue over time, based on time and materials incurred as

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

a basis for measuring the satisfaction of the performance obligation.

The Company uses the input method to recognize revenue over time, based on time and materials incurred as a basis for measuring the satisfaction of the performance obligation.

Revenues for treatment and disposal of waste are recognized upon completion of treatment, final disposition, or when the waste is shipped to a third-party for processing and disposal.

10 unchanged sentences

The Company uses the input method to recognize revenue over time, based on time and materials incurred.

Field and Emergency Response Services —Field and Emergency Response Services, which includes contributions from the acquisition of HEPACO Blocker, Inc.

and its subsidiaries (collectively, “HEPACO”) in 2024, contribute to the revenues of the Environmental Services operating segment.

Field and Emergency Response Services —Field and Emergency Response Services, which includes contributions from the acquisition of HEPACO in 2024, contribute to the revenues of the Environmental Services operating segment.

Field Services revenues are generated from cleanup services at customer sites, including those managed by municipalities and utility providers, or other locations on a scheduled or emergency response basis.

10 unchanged sentences

In addition, sales of packaged blended oil products and other complementary product sales contribute to the revenues of the Environmental Services operating segment.

Revenues generated from waste oil, anti-freeze and oil filter collection services, sales of bulk blended oil products and sales of automotive fluids contribute to the SKSS operating segment.

Due to the complementary nature of these products and services and their customer base, there are some cross-overs of Safety-Kleen Environmental Services revenue streams between Environmental Services and SKSS operating segments.

Revenues generated from waste oil, anti-freeze and oil filter collection services, sales of bulk

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

blended oil products and sales of automotive fluids contribute to the SKSS operating segment.

Due to the complementary nature of these products and services and their customer base, there are some cross-overs of Safety-Kleen Environmental Services revenue streams between the Environmental Services and SKSS operating segments.

Generally, the revenue from services is recognized over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date.

5 unchanged sentences

Parts washer services include customer use of the Company’s parts washer equipment, cleaning and maintenance of the parts washer equipment and removal and replacement of used cleaning fluids.

Parts washer services are considered a single performance obligation due to the highly integrated and

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

interdependent nature of the arrangement.

Parts washer services are considered a single performance obligation due to the highly integrated and interdependent nature of the arrangement.

Revenue from parts washer services is recognized over the service interval as the customer receives the benefit of the services.

20 unchanged sentences

Total third-party revenues $ 5,146,354 $ 884,297 $ 186 $ 6,030,837

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

For the year ended December 31, 2024

11 unchanged sentences

Total third-party revenues $ 4,960,325 $ 929,220 $ 407 $ 5,889,952

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

For the year ended December 31, 2023

21 unchanged sentences

The contract liability balances at the beginning of each period presented are generally fully recognized in the subsequent three-month period.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Variable Consideration

11 unchanged sentences

Deferred parts washer costs are recognized over the service interval as the customer receives the benefit of the services, and deferred costs related to treatment and disposal of waste are recognized when the corresponding waste is disposed.

Deferred costs are included within prepaid expenses and other current assets in the

Deferred costs are included within Prepaid expenses and other current assets in the Company’s consolidated balance sheets.

The deferred contract cost balances at the beginning of each period presented were fully recognized as a cost of revenue in the subsequent three-month period.

(4) BUSINESS COMBINATIONS

Proposed 2026 Acquisition

On February 17, 2026, the Company signed a purchase agreement to acquire certain environmental businesses of Depot Connect International for an all-cash purchase price of approximately $ 130.0 million, subject to customary closing adjustments.

The Company intends to fund this acquisition with available cash.

Once complete, the operations of the acquired businesses will expand the Environmental Services segment’s technical services and field services operations and includes two permitted waste treatment facilities.

The acquisition is expected to close in the first half of 2026, subject to customary closing conditions.

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Company’s consolidated balance sheets.

The deferred contract cost balances at the beginning of each period presented were fully recognized in cost of revenue in the subsequent three-month period.

(4) BUSINESS COMBINATIONS

2024 Acquisitions

On March 22, 2024, the Company completed its acquisition of HEPACO for an all-cash purchase price of $ 392.2 million, net of cash acquired and after the settlement of working capital in the third quarter of 2024.

On March 22, 2024, the Company completed its acquisition of HEPACO for an all-cash purchase price of $ 392.2 million, net of cash acquired.

The operations of HEPACO expand the Environmental Services segment’s field services business.

The preliminary allocation of the purchase price is provisional and was based on estimates of the fair value of assets acquired and liabilities assumed as of March 22, 2024.

The Company continues to obtain information to complete the valuation of these balances and the associated income tax accounting.

Measurement period adjustments will reflect new information obtained about facts and circumstances that existed as of the acquisition date.

The following table summarizes the preliminary determination and recognition of assets acquired and liabilities assumed (in thousands):

At Acquisition Date

December 31, 2024

The Company finalized the purchase accounting for this acquisition in the first quarter of 2025.

The allocation of the purchase price was based on estimates of the fair value of assets acquired and liabilities assumed as of March 22, 2024.

The following table summarizes the preliminary and final determination and recognition of assets acquired and liabilities assumed (in thousands):

At Acquisition Date As Reported December 31, 2024 Measurement Period Adjustments Final Allocation At Acquisition Date

Accounts receivable, including unbilled receivables $ 69,072 $ ( 856 ) $ 68,216

6 unchanged sentences

Accounts payable

( 30,602 ) — ( 30,602 )

Accrued expenses and other current liabilities ( 16,005 ) ( 300 ) ( 16,305 )

3 unchanged sentences

Remedial liabilities

( 2,435 ) — ( 2,435 )

Other long-term liabilities ( 374 ) — ( 374 )

3 unchanged sentences

Other intangible assets acquired include customer relationships and trademarks/trade names and are anticipated to have estimated useful lives of between seven and 20 years with a weighted average useful life of approximately 19 years .

The excess of the total purchase price, which includes the aggregate cash consideration paid in excess of the fair value of the tangible and intangible assets acquired and liabilities assumed, was recorded as goodwill.

The Company recorded the excess of the total purchase price, which includes the aggregate cash consideration paid in excess of the fair value of the tan gible and intangible assets acquired and liabilities assumed, as goodwill.

The goodwill recognized is attributable to the operating synergies, assembled workforce and growth potential that the Company expects to realize from the acquisition.

Goodwill generated from the acquisition is not deductible for tax purposes.

The operations included in the Company’s financial statements for the period ended December 31, 2024 , and pro forma revenue and earnings amounts on a combined basis as if this acquisition had been completed on January 1, 2023 are immaterial to the consolidated financial statements of the Company.

On March 1, 2024, the Company acquired Noble Oil Services, Inc.

and its subsidiaries (collectively “Noble”) for an all-cash purchase price of $ 68.7 million, net of cash acquired and after the settlement of working capital in the second quarter of 2024.

The acquisition of Noble expands the SKSS segment’s oil collection operations in the southeastern region of the United States while also adding incremental production from the re-refinery owned and operated by the acquired company.

The preliminary allocation of the purchase price is provisional and was based on estimates of the fair value of assets acquired and liabilities assumed as of March 1, 2024.

The Company continues to obtain information to complete the valuation

P ro forma revenue and earnings amounts on a combined basis as if this acquisition had been completed on January 1, 2023 are immaterial to the consolidated financial statements of the Company.

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

of these balances and the associated income tax accounting.

Measurement period adjustments will reflect new information obtained about facts and circumstances that existed as of the acquisition date.

The following table summarizes the preliminary determination and recognition of assets acquired and liabilities assumed (in thousands):

At Acquisition Date

December 31, 2024

On March 1, 2024, the Company acquired Noble Oil Services, Inc.

and its subsidiaries (collectively “Noble”) for an all-cash purchase price of $ 68.7 million, net of cash acquired.

The Company finalized the purchase accounting for this acquisition in the first quarter of 2025.

The allocation of the purchase price was based on estimates of the fair value of assets acquired and liabilities assumed as of March 1, 2024.

The following table summarizes the preliminary and final determination and recognition of assets acquired and liabilities assumed (in thousands):

At Acquisition Date As Reported December 31, 2024 Measurement Period Adjustments Final Allocation At Acquisition Date

Accounts receivable, including unbilled receivables $ 5,855 $ ( 8 ) $ 5,847

6 unchanged sentences

Accounts payable

( 7,752 ) — ( 7,752 )

Accrued expenses and other current liabilities ( 1,145 ) 17 ( 1,128 )

3 unchanged sentences

Remedial liabilities

( 2,757 ) 90 ( 2,667 )

Total identifiable net assets 62,485 99 62,584

2 unchanged sentences

Other intangible assets acquired include customer relationships and trademarks/trade names and are anticipated to have estimated useful lives of between seven and 15 years with a weighted average useful life of approximately 13 years .

The Company recorded the excess of the total purchase price, which includes the aggregate cash consideration paid in excess of the fair value of the tangible and intangib le assets acquired and liabilities assumed, as goodwill.

The goodwill recognized is attributable to the operating synergies and assembled workforce that the Company expects to realize from the acquisition.

Goodwill generated from the acquisition is deductible for tax purposes.

During 2024, the Company completed the acquisition of three additional privately-owned business for $ 17.1 million in total cash consideration.

The operations were consolidated into the Environmental Services and SKSS segments.

The acquisitions of the acquired businesses were not material in 2024 to the consolidated financial statements of the Company.

P ro forma revenue and earnings amounts on a combined basis as if this acquisition had been completed on January 1, 2023 are immaterial to the consolidated financial statements of the Company.

During 2024, the Company completed the acquisition of three additional privately-owned businesses for $ 17.1 million in total cash consideration.

The operations of the acquired businesses were consolidated into the Environmental Services and SKSS segments.

The acquisitions of the acquired businesses were not material to the consolidated financial statements of the Company.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

2023 Acquisition

2 unchanged sentences

The Company finalized the purchase accounting for this acquisition in the first quarter of 2024.

The preliminary allocation of the purchase price was based on estimates of the fair value and assets acquired and liabilities assumed as of

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

March 31, 2023.

The following table summarizes the preliminary and final determination and recognition of assets acquired and liabilities assumed (in thousands):

Preliminary Allocation As Reported December 31, 2023

Measurement Period Adjustments Final Allocation as Reported December, 31, 2024

The purchase price was based on estimates of the fair value of assets acquired and liabilities assumed as of March 31, 2023.

The following table summarizes the final determination and recognition of assets acquired and liabilities assumed (in thousands):

Final Allocation

Accounts receivable, including unbilled receivables $ 25,160

17 unchanged sentences

Goodwill generated from the acquisition is deductible for tax purposes.

The operations included in the Company’s financial statements for the period ended December 31, 2024 , and pro forma revenue and earnings amounts on a combined basis as if this acquisition had been completed on January 1, 2022 are immaterial to the consolidated financial statements of the Company.

2022 Acquisitions

On June 17, 2022, the Company acquired a privately-owned company for an all-cash purchase price of approximately $ 78.9 million, net of cash acquired.

The operations of the newly acquired company expand the SKSS segment’s waste oil collection capabilities and re-refining business throughout the southeastern region of the United States, including the addition of a re-refinery in Georgia.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The Company finalized the purchase accounting for this acquisition in the second quarter of 2023.

The allocation of the purchase price was based on estimates of the fair value and assets acquired and liabilities assumed as of June 17, 2022.

The following table summarizes the final determination and recognition of assets acquired and liabilities assumed (in thousands):

Final Allocation

Accounts receivable $ 1,089

Inventories and supplies 5,745

Prepaid expenses and other current assets 144

Property, plant and equipment 22,231

Permits and other intangibles 23,500

Operating lease right-of-use assets 585

Other long-term assets 13

Accrued expenses and other current liabilities ( 3,375 )

Current portion of operating lease liabilities ( 186 )

Operating lease liabilities, less current portion ( 399 )

Other long-term liabilities ( 2,681 )

Total identifiable net assets 46,666

Goodwill 32,212

Total purchase price $ 78,878

Permits and other intangible assets acquired include supplier relationships, permits, customer relationships and trademarks/trade names and are anticipated to have estimated useful lives of between five and 20 years with a weighted average useful life of approximately 18 years.

The excess of the total purchase price, which includes the aggregate cash consideration paid in excess of the fair value of the tangible and intangible assets acquired, was recorded as goodwill.

The goodwill recognized is attributable to the expected operating synergies, assembled workforce and growth potential that the Company expects to realize from the acquisition.

Goodwill generated from the acquisition is deductible for tax purposes.

The operations included in the Company’s financial statements for the period ended December 31, 2022 and pro forma revenue and earnings amounts on a combined basis as if this acquisition had been completed on January 1, 2022 were not material to the consolidated financial statements of the Company.

On December 9, 2022, the Company acquired a privately-owned business for $ 12.6 million cash consideration.

The acquired company expands the SKSS segment’s oil collection operations in the southeastern United States.

In connection with this acquisition, goodwill of $ 2.7 million was recognized.

The results of operations for the acquired business were not material in 2022 to the consolidated financial statements of the Company.

(5) DISPOSITION OF BUSINESS

On June 30, 2022, the Company completed the sale of a line of business as part of its continuous focus on divesting certain non-core operations.

The divested line of business was previously included within the Environmental Sales & Service reporting unit of the Environmental Services segment.

The Company determined that the disposition did not constitute a strategic shift and that the impact on the Company's overall operations and financial results was not material.

Accordingly, the operations associated with the disposal were not reported in discontinued operations.

The final purchase price, after settling working capital, for the line of business was $ 18.8 million, of which $ 1.5 million was held in escrow and received by the Company in equal parts in 2023 and 2024.

The gain on sale of $ 8.9 million, after accounting for the assets sold, liabilities transferred upon sale and transaction costs, was included in gain on sale of business in the Company's consolidated statement of operations for the year ended December 31, 2022.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Pro forma revenue and earnings amounts on a combined basis as if this acquisition had been completed on January 1, 2023 are immaterial to the consolidated financial statements of the Company.

(5) INVENTORIES AND SUPPLIES

6 unchanged sentences

Total inventories and supplies $ 372,088 $ 384,657

Supplies inventories consist primarily of critical spare parts to support the Company’s incinerator and re-refinery operations and other general supplies used in our normal day-to-day operations.

The balance of oil and oil related products has increased due to higher volumes of oil inventory on hand at December 31, 2024 when compared with December 31, 2023 and overall price increases for the oil inventory.

Oil and oil related products inventory has decreased due to lower volumes of oil inventory on hand at December 31, 2025 when compared with December 31, 2024 and overall cost decreases for the oil inventory.

Supplies inventories consist primarily of critical spare parts to support the Company’s incinerator and re-refinery operations and other general supplies used in normal day-to-day operations.

Stocking crucial spare parts, largely for the sustained functioning of the Company’s incinerator facilities, has resulted in a rise in the supplies inventory balance.

Other inventories consist primarily of parts washer components, cleaning fluids, absorbents and automotive fluids, such as windshield washer fluid and antifreeze.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(6) PROPERTY, PLANT AND EQUIPMENT

16 unchanged sentences

(2) Balances inclusive of gross ROU assets classified as finance leases of $ 294.2 million and $ 230.5 million, respectively.

(3) Balances inclusive of gross ROU assets classified as finance leases of $ 9.2 million in both periods.

(3) Balances inclusive of gross ROU assets classified as finance leases of $ 17.4 million and $ 9.2 million, respectively.

Depreciation expense, inclusive of landfill and finance lease amortization was $ 392.1 million, $ 346.5 million and $ 315.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.

The Company recorded $ 11.2 million, $ 6.6 million and $ 3.4 million of capitalized interest in 2024, 2023 and 2022, respectively, mainly due to the construction of the new incinerator in Kimball, Nebraska .

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The Company recorded $ 2.2 million, $ 11.2 million and $ 6.6 million of capitalized interest in 2025, 2024 and 2023, respectively.

The capitalized interest in 2023 and 2024 was mainly due to the construction of the new incinerator in Kimball, Nebraska, which was completed in late 2024.

(7) GOODWILL AND OTHER INTANGIBLE ASSETS

6 unchanged sentences

Balance at December 31, 2024 $ 1,296,204 $ 180,995 $ 1,477,199

Increase from current period acquisitions

186,911 6,457 193,368

Measurement period adjustments from prior period acquisitions 146 ( 99 ) 47

Decrease from disposition of business (1)

( 538 ) — ( 538 )

Foreign currency translation 1,666 676 2,342

Balance at December 31, 2025 $ 1,297,478 $ 181,572 $ 1,479,050

___________________________________

(1) In 2025, the Company sold a non-core business unit.

The transaction was immaterial to the financial statements.

The Company assesses goodwill for impairment on an annual basis as of December 31 or at an interim date when it is more likely than not that events or changes in the business environment (“triggering events”) would reduce the fair value of a reporting unit below its carrying value.

1 unchanged sentence

Goodwill is also tested for impairment annually.

The Company conducted its annual impairment test of goodwill as of December 31, 2024 and determined that no adjustment to the carrying value of goodwill for any reporting unit was then necessary because the fair values of the reporting units exceeded their respective carrying values.

The Company conducted its annual impairment test of goodwill as of December 31, 2025 and determined that no adjustment to the carrying value of goodwill for any reporting unit was necessary because the fair values of the reporting units exceeded their respective carrying values.

The fair value of all reporting units was determined using an income approach based upon estimates of future discounted cash flows.

1 unchanged sentence

In all cases, the estimated fair values of the reporting units significantly exceeded the respective carrying values.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Significant judgments and unobservable inputs, categorized as Level 3 in the fair value hierarchy, are inherent in the impairment tests performed and include assumptions about the amount and timing of expected future cash flows, growth rates, and the determination of appropriate discount rates.

1 unchanged sentence

The Company believes that the assumptions used in its impairment tests are reasonable, but variations in any of the assumptions may result in different measurements of fair values.

The impacts of any adverse business and market conditions which may impact the overall performance of the Company's reporting units will continue to be monitored.

If the Company's reporting units do not achieve the financial performance that the Company expects, or if there is a significant prolonged change in demand for the Company's products and services, it is possible that goodwill impairment charges may result.

Therefore, there can be no assurance that future events will not result in an impairment of goodwill.

As of December 31, 2025 and 2024, the Company's intangible assets consisted of the following (in thousands):

12 unchanged sentences

$ 1,135,586 $ 482,559 $ 653,027 $ 1,129,073 $ 427,086 $ 701,987

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

During the periods presented, there were no events or changes in circumstances which would indicate that the carrying values of the Company's asset groups would not be recoverable and thus no impairment charges were recorded .

If expectations of future cash flows were to decrease in the future as a result of worse than expected or prolonged periods of depressed activity, future impairments may become evident.

Amortization expense of permits, customer and supplier relationships and other intangible assets for the years ended December 31, 2025, 2024 and 2023 were $ 53.9 million, $ 54.4 million and $ 50.3 million, respectively.

23 unchanged sentences

Liabilities assumed in acquisitions — 11,421 11,421

Measurement period adjustments from prior period acquisitions — 3,015 3,015

New asset retirement obligations 2,118 — 2,118

5 unchanged sentences

Balance at December 31, 2024 59,400 70,388 129,788

Liabilities assumed in acquisitions — 11,421 11,421

Measurement period adjustments from prior period acquisitions — 420 420

New asset retirement obligations 3,839 — 3,839

6 unchanged sentences

In the year ended December 31, 2025, there were no significant benefits or charges resulting from changes in estimates for closure and post-closure liabilities.

In 2024 and 2023, the Company has been executing upon the planned closure activities at the Company’s non-commercial landfill at the Deer Park, Texas incinerator facility after the site reached its permitted capacity, in early 2023.

There have been no changes to the estimated closure costs related to this location.

Anticipated payments (based on current estimated costs and anticipated timing of necessary regulatory approvals to commence work on closure and post-closure activities) for each of the next five years and thereafter are as follows (in thousands):

18 unchanged sentences

Balance at January 1, 2024 $ 1,880 $ 60,277 $ 49,086 $ 111,243

Liabilities assumed in acquisitions — — 5,192 5,192

Accretion 92 2,292 1,514 3,898

3 unchanged sentences

Balance at December 31, 2024 1,948 57,036 52,761 111,745

Liabilities assumed in acquisitions

— — 5,192 5,192

Measurement period adjustments from prior period acquisition — — ( 90 ) ( 90 )

Accretion 93 2,353 1,315 3,761

Changes in estimates recorded to consolidated statement of operations ( 66 ) ( 860 ) ( 9,296 ) ( 10,222 )

Expenditures ( 53 ) ( 6,078 ) ( 5,715 ) ( 11,846 )

Environmental expenditures ( 47 ) ( 4,163 ) ( 5,724 ) ( 9,934 )

Currency translation and other — 157 ( 48 ) 109

Balance at December 31, 2025 $ 1,928 $ 54,523 $ 38,918 $ 95,369

In the year ended December 31, 2024, the Company increased its remedial liabilities for an existing Superfund site by $ 2.9 million related to new information on the ultimate remediation of this site.

In the year ended December 31, 2025, the Company decreased its remedial liability for a site by approximately $ 10 million due to its conclusion that loss was no longer probable based on the evaluation of available evidence.

Anticipated payments at December 31, 2025 (based on current estimated costs and anticipated timing of necessary regulatory approvals to commence work on remedial activities) for each of the next five years and thereafter were as follows (in thousands):

Years ending December 31,

2025 $ 10,321

Thereafter 84,266

Undiscounted remedial liabilities 130,449

Discount at risk free rates ( 17,553 )

Discount at risk free rate ( 35,080 )

Total remedial liabilities $ 95,369

8 unchanged sentences

$ 54,476 57.1 % $ 10,164

Facilities now used in active conduct of the Company's business ( 62 facilities, including 24 acquired by the Company through acquisitions in 2024)

Facilities now used in active conduct of the Company's business ( 58 facilities)

33,425 35.1 7,267

10 unchanged sentences

Baton Rouge, LA Closed incinerator and landfill

$ 24,558 25.8 % $ 3,751

Bridgeport, NJ Closed incinerator 16,866 17.7 3,586

Mercier, Quebec Idled incinerator 10,826 9.7 1,631

Linden, NJ Operating solvent recycling center 8,645 9.1 1,954

Various All other incinerators, landfills, wastewater treatment facilities and service centers ( 83 facilities, including 24 acquired by the Company through acquisitions in 2024)

Various All other incinerators, landfills, wastewater treatment facilities and service centers ( 83 facilities)

37,832 39.6 8,140

19 unchanged sentences

Long-Term Debt:

Secured senior term loans due October 8, 2028

Secured senior term loans due October 9, 2032 (“2032 Term Loans”)

$ 1,247,400 $ —

Secured senior term loans due October 8, 2028 (“2028 Term Loans”)

Unsecured senior notes, at 4.875 %, due July 15, 2027 (“2027 Notes”)

545,000 545,000

Unsecured senior notes, at 5.125 %, due July 15, 2029 (“2029 Notes”)

2 unchanged sentences

500,000 500,000

Unsecured senior notes, at 5.750 %, due October 15, 2033 (“2033 Notes”)

Long-term debt, at par 2,792,400 2,794,796

Unamortized debt issuance costs and discount, net ( 23,679 ) ( 23,283 )

Unamortized debt issuance costs ( 28,837 ) ( 23,679 )

Long-term debt, at carrying value $ 2,763,563 $ 2,771,117

As of December 31, 2024 and 2023, the estimated fair value of the Company’s outstanding long-term debt, including the current portion, was $ 2.8 billion and $ 2.3 billion, respectively.

As of December 31, 2025 and 2024, the estimated fair value of the Company’s outstanding long-term debt, including the current portion, was $ 2.8 billion in both periods.

The Company’s estimates of fair value of its long-term debt, including the current portion, are based on quoted market prices or other available market data which are considered Level 2 measures according to the fair value hierarchy.

Level 2 utilizes quoted market prices in markets that are not active, broker or dealer quotation or alternative pricing sources with reasonable levels of price transparency for similar assets and liabilities.

The sections below will outline the key terms of the outstanding debt, including any changes occurring during the period:

Secured Senior Term Loans

As of December 31, 2024, the Company had an aggregate principal amount outstanding of $ 1,464.9 million under the Sixth Amendment to the Company's existing Credit Agreement dated as of June 30, 2017 (the "Term Loan Agreement").

As of December 31, 2023, the Company had an aggregate principal amount outstanding of $ 980.0 million under Fourth Amendment to the Term Loan Agreement.

On March 22, 2024, the Term Loan Agreement was amended (the “Fifth Amendment”), to provide for the incurrence of additional term loans (the “2024 Incremental Term Loans”) under the Term Loan Agreement in the aggregate principal amount of $ 500.0 million.

Proceeds from the issuance of the 2024 Incremental Term Loans were $ 491.1 million after debt discount and debt issuance costs, and were used to fund the acquisition of HEPACO, with the excess increasing the Company’s cash balances.

The 2024 Incremental Term Loans are in addition to the aggregate of $ 980.0 million of term loans (the “Existing Term Loans”) which were outstanding prior to the issuance of the 2024 Incremental Term Loans.

The total amount outstanding under the Term Loans as December 31, 2024 will mature on October 8, 2028, and may be prepaid at any time without premium or penalty other than customary breakage costs.

Interest under the Term Loan Agreement is paid monthly.

On October 8, 2024, the Company entered into the Sixth Amendment to the Term Loan Agreement (the “Sixth Amendment”).

The Sixth Amendment (i) eliminated the Term SOFR adjustment of 0.11448 % per annum and (ii) reset the six month soft call period for a repricing of the 2028 Term Loans.

Under the Sixth Amendment, the applicable interest rate margins for the Term Loans is either 1.75 % for Term SOFR borrowings or 0.75 % for base rate borrowings, at the Company’s election.

The Term Loans may be prepaid at any time without premium or penalty other than customary breakage costs or if the Company engages in certain repricing transactions before April 8, 2025, in which event a 1.0 % prepayment premium would be due.

The Term SOFR Rate is subject to a floor of 0.00 % and the Base Rate is subject to a floor of 1.00 %.

The Term Loan Agreement provides for Term SOFR adjustments for other interest periods;

however, the Company elects one-month Term SOFR for interest payments on that debt resulting in total interest on the 2028 Term Loans of one-month Term SOFR plus 1.75 %.

Prior to the Sixth Amendment on October 8, 2024, the margin on the Term Loans also included a credit spread adjustment of 0.11448 % for all one-month Term SOFR payments.

Additionally, prior to December 27, 2023, the interest rate

As of December 31, 2025, the Company had an aggregate principal amount outstanding of $ 1,260.0 million under the Seventh Amendment to the Company’s Secured Senior Term Loans dated as of October 9, 2025 (the “Term Loan Agreement”).

As of December 31, 2024, the Company had an aggregate principal amount outstanding of $ 1,464.9 million under the Sixth Amendment to the Term Loan Agreement.

The table below describes the key terms of the Company’s Secured Senior Term Loan amendments, including any historical changes occurring during the periods presented in these financial statements:

Effective Date Maturity Date SOFR Margin (1)

US Base Rate Margin (1)

Credit Spread Adjustment Aggregate Principal Amount (in 000s)

Seventh Amendment (2)

10/9/2025 10/9/2032 1.50 % 0.50 % — % $ 1,260,000

Sixth Amendment 10/8/2024 10/8/2028 1.75 % 0.75 % — % 1,480,000

Fifth Amendment (3)

3/22/2024 10/8/2028 1.75 % 0.75 % 0.11448 % 1,480,000

Fourth Amendment 12/27/2023 10/8/2028 1.75 % 0.75 % 0.11448 % 980,000

Third Amendment 1/24/2023 10/8/2028 2.00 % 1.00 % 0.11448 % 980,000

___________________________________

(1) The Term Loan Agreement provides for Term SOFR adjustments for other interest periods and a US Base Rate Margin;

however, the Company elects one-month Term SOFR for interest payments.

Interest is paid monthly.

(2) Proceeds from the Seventh Amendment to the Term Loan Agreement along with certain proceeds of the 2033 Notes and cash on hand were used to refinance in full all existing term loans outstanding under the Sixth Amendment.

(3) The Fifth Amendment to the Term Loan Agreement provided for the issuance of additional term loans with an aggregate principal amount of $ 500.0 million which were used to fund the acquisitions completed during 2024, with the excess increasing the Company’s cash balances.

The Company’s obligations under the Term Loan Agreement are guaranteed by substantially all of the Company’s domestic restricted subsidiaries and secured by liens on substantially all of the assets of the Company and the guarantors.

The Amended Credit Agreement contains representations and warranties, affirmative and negative covenants, and events of default, which the Company believes are usual and customary for an agreement of this type.

Such covenants restrict the Company’s

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

margins for the Term Loans were 0.25 % higher.

The rates were lowered by 25 basis points through the Fourth Amendment of the Term Loans.

Each of these amendments resulted in minimal amounts being recognized as a loss on the early extinguishment of debt in the Company’s Consolidated Statement of Operations.

The Company's obligations under the Term Loan Agreement are guaranteed by all of the Company's domestic restricted subsidiaries and secured by the liens on substantially all of the assets of the Company and the guarantors.

ability, among other matters, to incur debt, create liens on the Company’s assets, make restricted payments or investments or enter into transactions with affiliates.

The Company’s obligations under the Term Loan Agreement may be prepaid at any time without premium or penalty (other than customary breakage costs with respect to Term SOFR-based loans), except if the Company engages in certain repricing transactions before April 9, 2026, in which event a 1.0 % prepayment premium would be due.

During the year ended December 31, 2025 the Company recognized loss on early extinguishment of debt of $ 8.3 million due to the changes in the Term Loan Agreement under the Seventh Amendment and the repayment of the 2027 Notes discussed below.

Unsecured Senior Notes

On July 2, 2019, the Company completed a private placement of $ 545.0 million aggregate principal amount of 2027 Notes and $ 300.0 million aggregate principal amount of 2029 Notes.

The 2027 Notes will mature on July 15, 2027 and the 2029 Notes will mature on July 15, 2029.

Interest payments on the 2027 and 2029 Notes are paid semiannually on January 15 and July 15.

On January 24, 2023, the Company completed a private placement of $ 500.0 million aggregate principal amount of 2031 Notes which will mature on February 1, 2031 (collectively referred to with the 2027 Notes and 2029 Notes as the "Notes").

The proceeds from this were used toward the repayment of the Term Loans outstanding at the time.

The interest rate on the 2031 Notes is paid semiannually on February 1 and August 1 of each year and commenced on August 1, 2023.

The tables below depict the redemption prices of the Notes if redeemed during the twelve-month period commencing on the dates below, plus accrued and unpaid interest, if any, to but not including the redemption date.

2027 Notes Percentage

July 15, 2024 and thereafter 100.000 %

The table below describes the key terms of the Company’s Unsecured Senior Notes:

Effective Date Maturity Date Interest Rate Interest Payment Dates Interest Commencement Date Aggregate Principal Amount

(in thousands)

2033 Notes 10/9/2025 10/15/2033 5.750 % April 15, October 15 4/15/2026 $ 745,000

2031 Notes 1/24/2023 2/1/2031 6.375 % February 1, August 1 8/1/2023 500,000

2029 Notes 7/2/2019 7/15/2029 5.125 % January 15, July 15 1/15/2020 300,000

2027 Notes 7/2/2019 7/15/2027 4.875 % January 15, July 15 1/15/2020 545,000

The proceeds from the issuance of the 2033 Notes on October 9, 2025, were used toward the repayment of the Term Loans outstanding at that time as well as to pay off the outstanding principal balance of the 4.875 % 2027 Notes of $ 545.0 million.

The tables below depict the redemption prices of the outstanding unsecured senior notes as of December 31, 2025 (collectively, the “Notes”) if redeemed during the twelve-month period commencing on the dates below, plus accrued and unpaid interest, if any, to but not including the redemption date.

2029 Notes Percentage

July 15, 2024 102.563 %

July 15, 2025 101.281 %

July 15, 2026 and thereafter 100.000 %

3 unchanged sentences

February 1, 2028 and thereafter 100.000 %

2033 Notes Percentage

October 15, 2028 102.875 %

October 15, 2029 101.438 %

October 15, 2030 and thereafter 100.000 %

The Company may also redeem all or any portion of the 2031 Notes prior to February 1, 2026, at a redemption price equal to 100 % of the principal amount redeemed plus a make whole premium as of the date of redemption including accrued and unpaid interest, if any, up to but not including the date of redemption.

Additionally, subject to certain limitations, prior to February 1, 2026, the Company may use net cash proceeds of one or more equity offerings to redeem up to 40 % in aggregate principal of the 2031 Notes at a redemption price equal to 106.375 % of the principal amount thereof plus accrued and unpaid interest thereon, if any, up to but not including the date of redemption.

The Company may also redeem all or any portion of the 2033 Notes prior to October 15, 2028, at a redemption price equal to 100 % of the principal amount redeemed plus a make whole premium as of the date of redemption including accrued and unpaid interest, if any, up to but not including the date of redemption.

Additionally, subject to certain limitations, prior to October 15, 2028, the Company may use net cash proceeds of one or more equity offerings to redeem up to 40 % in aggregate principal of the 2033 Notes at a redemption price equal to 105.750 % of the principal amount thereof plus accrued and unpaid interest thereon, if any, up to but not including the date of redemption.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The Notes and the related indentures contain various customary non-financial covenants and are guaranteed by substantially all of the Company’s current and future domestic subsidiaries.

6 unchanged sentences

The maximum borrowing amount of $ 600.0 million under the Amended Credit Agreement is increased from $ 400.0 million under the Prior Credit Agreement.

CLEAN HARBORS, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Borrowings by the Company under the Amended Credit Agreement will bear interest at the Company’s option, at either (i) the sum of Term SOFR plus a SOFR Adjustment of 0.1 % plus 1.5 % per annum, or (ii) the U.S.

15 unchanged sentences

The Company's strategy to hedge against fluctuations in variable interest rates involves entering into interest rate derivative agreements.

2022 Swap Arrangement

In 2022, the Company entered into interest rate swap agreements with a notional amount of $ 600.0 million ("2022 Swaps") to effectively fix the interest rate on $ 600.0 million principal of the outstanding 2028 Term Loans.

Under the terms of the 2022 Swaps' agreements, the Company receives interest based upon the variable rates on the 2028 Term Loans and pays a fixed amount of interest.

The fixed rate on these instruments was 0.931 % through June 30, 2023 which, together with the original 2.00 % interest rate margin for the 2028 Term Loans, resulted in an effective annual interest rate of approximately 2.931 %.

The fixed rate on these instruments increased to 1.965 % on July 1, 2023 and the variable rate became linked to Term SOFR to mirror the variable interest payments for the 2028 Term Loans.

Including the 2.00 % interest rate margin for borrowings on the 2028 Term Loans and the 0.11448 % SOFR adjustment per the 2028 Term Loans, in effect at the time of this change, beginning July 1, 2023, the effective annual interest rate of this $ 600.0 million increased to 4.07898 %.

With the Fourth Amendment on December 27, 2023 the margin on the 2028 Term Loans decreased from 2.00 % to 1.75 %, and the effective annual interest rate on the swapped portion of 2028 Term Loans outstanding decreased to 3.82898 %.

With the Sixth Amendment on October 8, 2024 the SOFR adjustment was eliminated, and the effective annual interest rate on the swapped portion of 2028 Term Loans outstanding decreased to 3.71450 %.

The changes to the 2028 term loans described herein are discussed in the Secured Senior Term Loans section above.

The 2022 Swaps expire September 30, 2027.

In 2022, the Company entered into interest rate swap agreements with a notional amount of $ 600.0 million (the “2022 Swaps”) to effectively fix the interest rate on $ 600.0 million principal of variable rate debt (initially the 2028 Term Loans and

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

2018 Swap Arrangement

In 2018, the Company effectively fixed the interest rate on $ 350.0 million principal of the previously outstanding 2024 Term Loans by entering into interest rate swap agreements with a notional amount of $ 350.0 million ("2018 Swaps").

On January 24, 2023, concurrently with the repayment of the 2024 Term Loans, the Company received a settlement payment of $ 8.3 million from the 2018 Swap counterparties.

As a result of the settlement, the Company also reclassified the amounts previously deferred in accumulated other comprehensive loss and recognized a settlement gain of $ 8.3 million in interest expense in 2023.

At the inception of these instruments, the Company designated both the 2018 Swaps and the 2022 Swaps (collectively referred to as the “Swaps”) as cash flow hedges.

now the 2032 Term Loans, both of which had SOFR based variable interest payments).

Under the terms of the 2022 Swaps, the Company receives interest based upon the variable rates and pays a fixed amount of interest.

The 2022 Swaps expire on September 30, 2027.

As of December 31, 2025 the effective annual interest rate of the fixed portion of the Term Loan Agreement as a result of the 2022 Swaps is 3.46 %.

The Company designated the 2022 Swaps as a cash flow hedge at the inception of the agreements.

As of December 31, 2025 the Company recorded a derivative asset with a fair value of $ 13.6 million.

The balance in the derivative asset as of December 31, 2023 was $ 35.5 million, which included both of the Swaps.

The balance in both periods is comprised only of the 2022 Swaps, given that the 2018 Swaps were settled in early 2023, as noted above.

The derivative asset balance as of December 31, 2024 was $ 32.4 million.

No ineffectiveness has been identified on the 2022 Swaps and, therefore the change in fair value is recorded in stockholders' equity as a component of accumulated other comprehensive loss.

7 unchanged sentences

Total $ 527,967 $ 533,443 $ 503,279

The provision for income taxes consisted of the following (in thousands, except percentages):

The provision for income taxes consisted of the following (in thousands):

For the years ended December 31,

9 unchanged sentences

Provision for income taxes $ 136,993 $ 131,144 $ 125,423

Effective tax rate 24.6 %

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The Company's effective income tax rate varied from the amount computed using the statutory federal income tax rate of 21% as follows (in thousands):

The Company's effective income tax rate varied from the amount computed using the statutory federal income tax rate of 21% as follows (in thousands, except percentages):

For the years ended December 31,

2025 2024 2023

Tax expense at U.S.

statutory rate $ 112,023 $ 105,689 $ 112,980

State income taxes, net of federal benefit 18,555 18,067 19,831

Foreign rate differential 3,965 4,213 6,196

Valuation allowance ( 6,485 ) ( 7,699 ) ( 18,769 )

Uncertain tax position interest and penalties ( 1,773 ) ( 7 ) ( 2,454 )

Amount Percent Amount Percent Amount Percent

Adjusted pre-tax book income $ 527,967 $ 533,443 $ 503,279

federal statutory tax rate 110,873 21.0 % 112,023 21.0 % 105,689 21.0 %

State and local income taxes, net of federal income tax effect (1)

22,147 4.2 18,480 3.5 12,948 2.6

Non-deductible compensation 2,211 2,898 2,754

Other ( 46 ) 609 2,948

Provision for income taxes $ 131,144 $ 125,423 $ 126,254

In 2024, $ 4.1 million in fully reserved for foreign tax credits expired.

In the table above, the expiration is included in the tax credits line and the write off of the valuation allowance is contributing to the valuation allowance benefit, however the foreign tax credit expiration and associated valuation allowance write-off had no net impact to the provision for income tax.

The remaining valuation allowance benefit in 2024 is the result of profitable earnings at certain Canadian entities which utilized previously reserved for operating losses.

The valuation allowance benefits recognized in 2023 are predominately the result of cumulative profitable earnings at certain US entities with historical state operating losses.

As of December 31, 2023, management determined that there is sufficient positive evidence to conclude that it is more likely than not that additional deferred taxes associated with these State net operating losses are realizable.

Therefore the valuation allowance was reduced accordingly.

The valuation allowance benefits recognized in 2022 were the result of cumulative profitable earnings at certain Canadian entities with historic operating losses.

The 2022 earnings were sufficient to utilize substantially all of the net operating losses, and as of December 31, 2022, the Company released any remaining valuation allowances associated with these entities, which were nominal.

Foreign tax effects

Statutory tax rate difference between Canada and the United States ( 4,600 ) ( 0.9 ) ( 4,876 ) ( 0.9 ) ( 5,630 ) ( 1.1 )

Provincial income taxes 6,673 1.3 7,391 1.4 9,786 1.9

Divestiture of business ( 5,693 ) ( 1.1 ) — — — —

Other adjustments 4,701 0.9 ( 3,086 ) ( 0.6 ) 1,177 0.2

Other foreign jurisdictions 661 0.1 446 0.1 ( 160 ) —

Total foreign tax effects 1,742 0.3 ( 125 ) — 5,173 1.0

Effect of changes in tax laws or rates enacted in the current period — — — — — —

Effect of cross-border tax laws — — — — — —

Tax credits ( 1,000 ) ( 0.2 ) 3,099 0.6 2,144 0.4

Changes in valuation allowances ( 16 ) — ( 4,075 ) ( 0.8 ) ( 3,245 ) ( 0.6 )

Nontaxable and nondeductible items 156 — ( 7 ) — ( 940 ) ( 0.2 )

Changes in unrecognized tax benefits — — — — — —

Other adjustments 3,091 0.6 1,749 0.3 3,654 0.7

Effective tax rate $ 136,993 25.9 % $ 131,144 24.6 % $ 125,423 24.9 %

___________________________________

(1) In 2025 state taxes in California, Texas, Arkansas, Illinois, Louisiana, Massachusetts, New York and New Jersey comprise the majority of the state taxes, net of federal effect category.

In 2024 and 2023 state taxes in California, Texas, Massachusetts, Illinois, Louisiana and New York comprise the majority of the state taxes, net of federal effect category.

On July 4, 2025, the One Big Beautiful Bill Act was signed into law.

The business tax provisions in the legislation did not have a material impact on the Company’s effective tax rate.

Certain provisions, such as bonus depreciation, had a beneficial impact to cash taxes.

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Income taxes paid by jurisdiction, net of refunds received, consisted of the following (in thousands):

For the years ended December 31,

2025 2024 2023

Federal $ 64,802 $ 83,000 $ 54,670

State 30,407 30,958 27,664

Total Domestic 95,209 113,958 82,334

Canada 19,395 13,471 47,186

Other Foreign Jurisdictions 3,300 3,177 2,794

Total Foreign 22,695 16,648 49,980

Total $ 117,904 $ 130,606 $ 132,314

No individual jurisdictions within the “State” or “Other Foreign Jurisdictions” captions above were equal to or greater than 5 percent of total income taxes paid, net of refunds received.

The components of the total net deferred tax assets and liabilities as of December 31, 2025 and 2024 were as follows (in thousands):

8 unchanged sentences

Excess business interest (2)

13,116 22,078

Tax credit carryforwards

14 unchanged sentences

(1) As of December 31, 2025, the net operating loss carryforwards included (i) gross state net operating loss carryforwards of $ 290.4 million which will begin to expire in 2026, (ii) gross federal net operating loss carryforwards of $ 75.7 million which will begin to expire in 2026 and (iii) gross foreign net operating loss carryforwards of $ 69.3 million which will begin to expire in 2026.

The increase in the state and federal net operating loss carryforward from the prior year is predominately due to assets acquired in the HEPACO transaction.

See Note 4, "Business Combinations" for more information on the related transaction.

(2) Deferred tax asset acquired in the HEPACO transaction.

See Note 4, "Business Combinations" for more information on the related transaction.

The Company previously recognized the U.S.

(2) The Company previously recognized U.S.

federal income taxes related to the operations in Canada and has not accrued for any remaining undistributed foreign earnings.

16 unchanged sentences

federal income tax returns as well as income tax returns in various states and foreign jurisdictions.

The Company may be subject to examination by the Internal Revenue Service for calendar years 2018 through 2022.

The Company may be subject to examination by Canadian federal and provincial authorities for calendar years 2016 through 2022 and by state and local revenue authorities for calendar years 2017 through 2022.

With few exceptions, the Company is no longer subject to U.S.

federal, state and local or non-U.S.

income tax examinations before 2017.

The Company has ongoing U.S., state and local jurisdictional audits, as well as Canadian federal and provincial audits, all of which the Company believes will not result in material liabilities.

1 unchanged sentence

(13) EARNINGS PER SHARE

The computation of basic earnings per share (EPS) is based on the weighted-average number of our common shares outstanding.

The computation of diluted EPS is based on the weighted-average number of our common shares outstanding and potential dilutive common shares during the period as determined by using the treasury stock method.

The computation of basic earnings per share (EPS) is based on the weighted average number of the Company’s common shares outstanding.

The computation of diluted EPS is based on the weighted average number of the Company’s common shares outstanding and potential dilutive common shares during the period as determined by using the treasury stock method.

The following are computations of basic and diluted earnings per share (in thousands, except for per share amounts):

6 unchanged sentences

Weighted average shares outstanding, diluted 53,716 54,199 54,382

54,199 54,382 54,487

Basic earnings per share $ 7.31 $ 7.46 $ 6.99

1 unchanged sentence

In the table above, potentially dilutive shares outstanding include the dilutive effect of unvested restricted stock awards.

Shares under the Employee Stock Purchase Plan (“ESPP”) which commenced in 2024 were issued on the last day of the year and therefore are included in the weighted-average shares outstanding when issued.

Shares under the Employee Stock Purchase Plan (“ESPP”) which commenced in 2024 are issued on the last day of the offering period and therefore are included in the weighted average shares outstanding when issued.

Potentially dilutive shares whose effect would have been antidilutive have been excluded from the computation of diluted earnings per share.

8 unchanged sentences

(14) STOCKHOLDERS' EQUITY

The Company’s Board of Directors has authorized the repurchase of up to $ 1.1 billion of the Company’s common stock.

The repurchase program authorizes the Company to purchase the Company's common stock on the open market or in privately negotiated transactions periodically in a manner that complies with applicable U.S.

The Company has a Board approved share repurchase plan which authorizes the Company to purchase the Company's common stock on the open market or in privately negotiated transactions periodically in a manner that complies with applicable U.S.

securities laws.

As of December 31, 2025, the Company’s limit on that repurchase plan was $ 1.1 billion.

On February 18, 2026, the Company’s Board of Directors authorized a $ 350 million expansion of the Company’s share repurchase program.

The number of shares purchased and the timing of the purchases have depended and will depend on a number of factors including share price, cash required for future business plans, trading volume and other conditions.

5 unchanged sentences

Foreign Currency Translation Adjustments Unrealized (Loss) Gain on Available-For-Sale Securities

Unrealized (Loss) Gain on Fair Value of Interest Rate Hedges Unrealized Loss on Pension Total

Unrealized Gain (Loss) on Fair Value of Interest Rate Hedges Unrealized Loss on Pension Total

Balance at January 1, 2023 $ ( 209,339 ) $ ( 563 ) $ 43,058 $ ( 337 ) $ ( 167,181 )

Other comprehensive (loss) income before reclassifications ( 31,515 ) ( 523 ) 78,711 415 47,088

Amounts reclassified out of accumulated other comprehensive loss — — ( 683 ) — ( 683 )

Tax benefit (provision) — 110 ( 17,587 ) ( 97 ) ( 17,574 )

Other comprehensive (loss) income ( 31,515 ) ( 413 ) 60,441 318 28,831

Balance at December 31, 2022 ( 209,339 ) ( 563 ) 43,058 ( 337 ) ( 167,181 )

Other comprehensive income (loss) before reclassifications 9,000 708 5,094 ( 741 ) 14,061

9,000 708 5,094 ( 741 ) 14,061

Amounts reclassified out of accumulated other comprehensive loss — — ( 30,273 ) — ( 30,273 )

8 unchanged sentences

Tax (provision) benefit

— ( 10 ) 828 ( 70 ) 748

Other comprehensive (loss) income

1 unchanged sentence

Balance at December 31, 2024 ( 236,702 ) 33 23,652 ( 618 ) ( 213,635 )

Other comprehensive income (loss) before reclassifications 22,188 157 ( 4,963 ) 586 17,968

Amounts reclassified out of accumulated other comprehensive loss — — ( 13,830 ) — ( 13,830 )

Tax (provision) benefit — ( 33 ) 5,074 ( 160 ) 4,881

Other comprehensive income (loss) 22,188 124 ( 13,719 ) 426 9,019

Balance at December 31, 2025 $ ( 214,514 ) $ 157 $ 9,933 $ ( 192 ) $ ( 204,616 )

The amounts realized in the consolidated statements of operations during the years ended December 31, 2025, 2024 and 2023 which were reclassified out of accumulated other comprehensive loss were as follows (in thousands):

1 unchanged sentence

Other Comprehensive Loss Component 2025 2024 2023 Location

Unrealized (Loss) Gain on Fair Value of Interest Rate Hedges (1)

Unrealized Gain (Loss) on Fair Value of Interest Rate Hedges (1)

$ 13,830 $ 19,582 $ 30,273 Interest expense, net of interest income

1 unchanged sentence

(1) For the year ended December 31, 2023, the balance is inclusive of an $ 8.3 million gain realized in connection with the settlement of certain interest rate swaps.

For more information on this transaction, see Note 12, "Financing Arrangements."

CLEAN HARBORS, INC.

10 unchanged sentences

Performance stock awards are subject to performance criteria established by the Compensation and Human Capital Committee of the Company's Board of Directors prior to or at the date of grant.

The vesting of the performance stock awards dependent upon the satisfaction of certain performance conditions currently based on revenue, Adjusted EBITDA margin, return on invested capital and a measure of workplace safety.

In addition, performance stock awards include continued service conditions subsequent to the attainment of any performance conditions.

The vesting of the performance stock awards is dependent upon the satisfaction of certain performance conditions currently based on revenue, Adjusted EBITDA, Adjusted EBITDA margin, return on invested capital and a measure of workplace safety.

In addition, performance stock awards include continued service conditions through the vesting date.

Total stock-based compensation cost recognized for the years ended December 31, 2025, 2024 and 2023 was $ 32.7 million, $ 28.0 million and $ 20.7 million, respectively.

17 unchanged sentences

Balance at January 1, 2025 159,196 $ 102.09

Granted 79,738 173.45

74,124 232.78

Vested ( 56,767 ) 135.59

1 unchanged sentence

Balance at December 31, 2025 147,404 $ 182.63

________________

(1) The granted activity for performance stock awards is recorded based on the target performance level of 100 %.

The actual number of performance share awards earned for the 2025 performance stock grants could range from 0 % to 200 % of target depending on the achievement of the pre-established performance goals.

As of December 31, 2025, there was $ 15.0 million of total unrecognized compensation cost arising from unvested performance stock awards deemed probable of vesting.

8 unchanged sentences

The purchase price paid by the employees will be 90 % of the lower of the closing price of the Company's common stock on (i) the first trading day of the offering period or (ii) the last trading day of the offering period.

The contribution periods run from January to June and July to December with share issuances under the ESPP occurring on the closest business day on or prior to June 30 and December 31.

A total of 500,000 shares of common stock are reserved for issuance under the ESPP.

As of December 31, 2024, 15,435 shares have been issued under the plan.

For the year ended December 31, 2024 total stock-based compensation cost recognized for the ESPP was $ 0.7 million.

In 2025, 34,651 shares were issued under the plan.

For the year ended December 31, 2025 and 2024 total stock-based compensation cost recognized for the ESPP was $ 1.6 million and $ 0.7 million, respectively.

(17) COMMITMENTS AND CONTINGENCIES

20 unchanged sentences

The Company historically has vigorously defended, and intends to continue to vigorously defend, itself and the safety of its products against all of these claims.

Such matters are subject to many uncertainties and outcomes are not predictable with assurance.

Consequently, the Company is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact with respect to these matters as of December 31, 2024.

Such matters are subject

CLEAN HARBORS, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

to many uncertainties and outcomes are not predictable with assurance.

Consequently, the Company is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact with respect to these matters as of December 31, 2025.

From January 1, 2025 to December 31, 2025, 19 product liability claims were settled or dismissed.

15 unchanged sentences

From time to time, the Company pays fines or penalties in regulatory proceedings relating primarily to waste treatment, storage or disposal facilities.

As of December 31, 2024, there were two proceedings for which the Company believes it is possible that the sanctions could equal or exceed $1.0 million.

As of December 31, 2025, there was one proceeding for which the Company believes it is possible that the sanctions could equal or exceed $1.0 million.

The Company believes that the fines or other penalties in this or any of the other regulatory proceedings will, individually or in the aggregate, not have a material effect on its financial condition, results of operations or cash flows.

147 unchanged sentences

Depreciation and amortization 446,006 400,922 365,761

Third-party transaction related costs 3,533 — —

Kimball startup costs — 4,343 —

Income from operations 673,372 670,232 612,439

Other expense (income), net 1,454 ( 2,315 ) ( 2,472 )

Other (income) expense, net ( 5,200 ) 1,454 ( 2,315 )

Loss on early extinguishment of debt 8,277 371 2,880

Gain on sale of business — — ( 8,864 )

Gain on sale of businesses ( 776 ) — —

Interest expense, net of interest income 143,104 134,964 108,595

24 unchanged sentences

Geographic Information

As of December 31, 2024 and 2023, the Company had property, plant and equipment, net of depreciation and amortization and permits and other intangible assets, net of amortization in the following geographic locations (in thousands):

As of December 31, 2025 and 2024, the Company had property, plant and equipment, net of depreciation and amortization and permits and other intangible assets, net of amortization in the following geographic locations (in thousands, except percentages):

December 31, 2025 December 31, 2024

15 unchanged sentences

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