What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-26 compared with 2025-02-20 · 404 added, 202 removed, 1249 unchanged (33% of the section changed)

11 unchanged sentences

Based on our assessment we believe that, as of December 31, 2025, the Company’s internal control over financial reporting is effective based on those criteria.

The Company completed the acquisition of OpSec Security (“OpSec”) on May 3, 2024.

The Company has not yet fully incorporated OpSec’s internal controls and procedures into the Company’s internal control over financial reporting and will be completed within the time provided by the applicable rules and regulations of the SEC for a recently acquired business.

As such, management excluded OpSec from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024.

OpSec constituted approximately 3% of the Company’s total assets, excluding the preliminary value of goodwill and purchased intangible assets, and approximately 6% of the Company’s total net sales as of and for the year ended December 31, 2024.

The Company completed the acquisition of De La Rue Authentication Solutions (“DRL”) on May 1, 2025.

The Company has not yet fully incorporated DLR’s internal controls and procedures into the Company’s internal control over financial reporting and will be completed within the time provided by the applicable rules and regulations of the SEC for a recently acquired business.

As such, management excluded DLR from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025.

DLR constituted approximately 4% of the Company’s total assets, excluding the preliminary value of goodwill and purchased intangible assets, and approximately 5% of the Company’s total net sales as of and for the year ended December 31, 2025.

Deloitte & Touche LLP, the independent registered public accounting firm that also audited the Company’s consolidated and combined financial statements included in this Annual Report on Form 10-K, audited the internal control over financial reporting as of December 31, 2025, and issued their related attestation report which is included herein.

/s/ Aaron Saak

President and Chief Executive Officer

24 unchanged sentences

Emphasis of Matter

As described in Note 1 and Note 2 to the financial statements, the financial statements have been prepared on a stand-alone basis and prior to April 3, 2023 are derived from the consolidated financial statements and accounting records of Crane Holdings, Co.

As described in Note 1 to the financial statements, the financial statements have been prepared on a stand-alone basis and prior to April 3, 2023 are derived from the consolidated financial statements and accounting records of Crane Holdings, Co.

(“Holdings”).

Prior to April 3, 2023, the financial statements include expense allocations for certain corporate functions and services historically provided by Holdings.

These allocated costs could differ from the actual expense that would have been incurred had the Company operated as an independent, publicly traded company for the periods presented.

These allocated costs could differ from the actual expense that would have been incurred had the Company operated as an independent, publicly traded company.

Critical Audit Matter

8 unchanged sentences

The Company uses the cost-to-cost method of determining their progress, measuring progress by comparing costs incurred to date to the total estimated costs to provide the performance obligation.

In 2024, the Company recognized approximately $208 million in revenue over time related to products.

We identified revenue recognized over time as a critical audit matter because of the judgments necessary for management to determine the estimated margin used to recognize over time revenue.

We identified revenue recognized over time on U.S.

government contracts as a critical audit matter because of the judgments necessary for management to determine the estimated margin used to recognize over time revenue.

This required a high degree of auditor judgment when performing audit procedures to audit management’s estimated margin at completion and evaluating the results of those procedures.

27 unchanged sentences

Related party interest expense — — ( 2.5 )

Equity investment (loss) gain ( 11.5 ) 0.8 —

Miscellaneous income, net 5.1 3.0 2.5

2 unchanged sentences

Provision for income taxes 35.9 42.3 51.5

Net income before allocation to noncontrolling interest $ 145.1 $ 184.1 $ 188.3

Noncontrolling interest in subsidiaries’ earnings $ — $ — $ —

Net income attributable to common shareholders $ 145.1 $ 184.1 $ 188.3

11 unchanged sentences

(in millions) 2025 2024 2023

Net income $ 184.1 $ 188.3 $ 204.9

Components of other comprehensive (loss) income, net of tax

Net income before allocation to noncontrolling interest $ 145.1 $ 184.1 $ 188.3

Components of other comprehensive income (loss), net of tax

Currency translation adjustment 72.2 ( 50.9 ) 18.1

Changes in pension and postretirement plan assets and benefit obligation, net of tax 0.5 ( 3.1 ) ( 5.2 )

Other comprehensive (loss) income, net of tax ( 54.0 ) 12.9 ( 59.2 )

Other comprehensive income (loss), net of tax 72.7 ( 54.0 ) 12.9

Comprehensive income before allocation to noncontrolling interest $ 217.8 $ 130.1 $ 201.2

Noncontrolling interest in comprehensive income — — —

Comprehensive income attributable to common shareholders $ 217.8 $ 130.1 $ 201.2

14 unchanged sentences

Long-term deferred tax assets 2.5 2.2

Investment in equity affiliates and joint ventures 139.4 1.3

Intangible assets, net 557.2 419.3

15 unchanged sentences

Commitments and contingencies (Note 13)

Redeemable noncontrolling Interests 6.9 —

Preferred shares, par value 0.01 ;

10 unchanged sentences

( 810.5 ) ( 823.2 )

Total shareholders’ equity 1,253.0 1,064.9

Nonredeemable noncontrolling interests ( 3.1 ) —

Total equity 1,249.9 1,064.9

Total liabilities and equity $ 2,386.5 $ 2,129.4

Total liabilities, redeemable noncontrolling interests, and equity $ 3,116.4 $ 2,386.5

See Notes to Consolidated and Combined Financial Statements.

5 unchanged sentences

Operating activities:

Net income attributable to common shareholders $ 184.1 $ 188.3 $ 204.9

Net income before allocation to noncontrolling interest $ 145.1 $ 184.1 $ 188.3

Adjustments to reconcile net income to net cash flows provided by operating activities:

Loss (income) from equity investments 11.5 ( 0.8 ) —

Depreciation and amortization 106.6 86.8 77.6

Stock-based compensation expense 12.7 10.6 10.3

Unrealized loss on forward contracts 3.0 — —

(Gain) loss on forward contracts ( 4.7 ) 3.0 —

Defined benefit plans and postretirement credit ( 0.8 ) ( 2.1 ) ( 1.1 )

Deferred income taxes ( 14.8 ) ( 17.6 ) 7.6

Cash (used for) provided by operating working capital ( 50.6 ) — 39.3

Cash used for operating working capital ( 17.0 ) ( 50.6 ) —

Other 2.9 0.7 ( 6.4 )

2 unchanged sentences

Payment for acquisitions, net of cash acquired $ ( 391.1 ) $ ( 269.9 ) $ —

Purchase of investments 1

( 116.5 ) — —

Capital expenditures ( 43.2 ) ( 45.4 ) ( 31.1 )

Settlement of forward contracts 1.7 ( 2.7 ) —

Proceeds from disposition of assets 0.1 — —

Total used for investing activities $ ( 549.0 ) $ ( 318.0 ) $ ( 31.1 )

1 unchanged sentence

Dividends paid $ ( 39.0 ) $ ( 36.6 ) $ ( 23.7 )

Proceeds from share subscriptions 21.4 — —

Proceeds from stock options exercised 2.6 3.3 5.0

4 unchanged sentences

Repayment of revolving credit facility ( 490.5 ) ( 238.5 ) ( 20.0 )

Proceeds from term loan — 350.0 —

Proceeds from term loans 532.0 — 350.0

Repayment of term loan ( 40.9 ) ( 105.0 ) ( 245.0 )

2 unchanged sentences

Effect of exchange rates on cash, cash equivalents and restricted cash 16.7 ( 12.0 ) 3.8

(Decrease) increase in cash, cash equivalents and restricted cash ( 53.8 ) ( 3.5 ) 129.5

Cash and cash equivalents at beginning of period 227.2 230.7 101.2

Increase (decrease) in cash, cash equivalents and restricted cash 72.8 ( 53.8 ) ( 3.5 )

Cash, cash equivalents and restricted cash at beginning of period 173.4 227.2 230.7

Cash, cash equivalents and restricted cash at end of period $ 246.2 $ 173.4 $ 227.2

See Notes to Consolidated and Combined Financial Statements.

CRANE NXT, CO.

AND SUBSIDIARIES

CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS

For the Years Ended December 31,

2025 2024 2023

Detail of cash (used for) provided by operating working capital

10 unchanged sentences

Unpaid capital expenditures $ 2.5 $ 7.2 $ 7.1

1 Non-cash investing activities (see Note 1)

$ 21.3 $ — $ —

See Notes to Consolidated and Combined Financial Statements.

6 unchanged sentences

Earnings Accumulated

Comprehensive

Loss Treasury

Stock Crane Net Investment Total

sive Loss Treasury

Stock Crane Net Investment Total Share-holders’ Equity Non-controlling Interest Total

BALANCE DECEMBER 31, 2022

1 unchanged sentence

Net income — — 144.6 — — 43.7 188.3 — 188.3

Cash dividends ($ 0.42 per share)

— — ( 23.7 ) — — — ( 23.7 ) — ( 23.7 )

Dividend from Crane — — — — — 275.0 275.0 — 275.0

Net Transfers to Crane — — — — — ( 285.2 ) ( 285.2 ) — ( 285.2 )

Reclassification of Crane Net Investment to Common Stock, Treasury Stock and Capital Surplus 72.4 1,726.8 — — ( 848.1 ) ( 951.1 ) — — —

Exercise of stock options, net of shares reacquired of 158,132 shares

— — — — 5.0 — 5.0 — 5.0

Stock-based compensation — 6.5 — — — 2.3 8.8 — 8.8

Stock-based compensation reclassification a

— ( 0.3 ) — — — — ( 0.3 ) — ( 0.3 )

Impact from settlement of share-based awards, net of shares acquired — ( 4.9 ) — — 4.3 — ( 0.6 ) — ( 0.6 )

Changes in pension and postretirement plan assets and benefit obligation, net of tax — — — ( 5.2 ) — — ( 5.2 ) — ( 5.2 )

5 unchanged sentences

— — ( 36.6 ) — — — ( 36.6 ) — ( 36.6 )

Dividend from Crane — — — — — 275.0 275.0

Net transfers to Crane — — — — — ( 285.2 ) ( 285.2 )

Reclassification of Crane Net Investment to Common Stock, Treasury Stock and Capital Surplus 72.4 1,726.8 — — ( 848.1 ) ( 951.1 ) —

Exercise of stock options, net of shares reacquired of 118,896 shares

1 unchanged sentence

Stock-based compensation — 9.8 — — — — 9.8 — 9.8

Stock-based compensation reclassification a

— ( 0.3 ) — — — — ( 0.3 )

Impact from settlement of share-based awards, net of shares acquired — ( 18.0 ) — — 12.3 — ( 5.7 ) — ( 5.7 )

3 unchanged sentences

$ 72.4 $ 1,719.9 $ 268.4 $ ( 172.6 ) $ ( 823.2 ) $ — $ 1,064.9 $ — $ 1,064.9

Noncontrolling interest of acquired entity — — — — — — — ( 3.6 ) ( 3.6 )

Net income — — 145.1 — — — 145.1 — 145.1

1 unchanged sentence

— — ( 39.0 ) — — — ( 39.0 ) — ( 39.0 )

Redeemable noncontrolling interest adjustment ( 0.5 ) — — — — ( 0.5 ) 0.5 —

Exercise of stock options, net of shares reacquired of 86,634 shares

69 unchanged sentences

Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the financial statements in the period in which they are determined to be necessary.

Estimates are used when accounting for such items as asset valuations, allowance for doubtful accounts, depreciation and amortization, impairment assessments, reserve for excess and obsolete inventory, reserve for warranty provision, restructuring provisions, employee benefits, taxes and contingencies.

Currency Translation.

3 unchanged sentences

The related translation adjustments are included in accumulated other comprehensive loss in a separate component of equity.

Non-cash Investing Activities.

Total consideration for the Company’s acquisition of a 32.3 % equity interest in Antares Vision was $ 137.8 million, consisting of $ 116.5 million in cash and $ 21.3 million of non‑cash consideration.

The non‑cash consideration included $ 6.9 million of ordinary shares issued to Regolo S.p.A.

at closing of the first phase and a $ 14.4 million obligation to issue additional ordinary shares to Regolo S.p.A.

upon completion of the mandatory tender offer.

See Note 3, “Acquisitions” for further details.

The $ 21.3 million non‑cash component represents a non‑cash investing activity and is excluded from the Consolidated Statements of Cash Flows.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Revenue Recognition.

6 unchanged sentences

We elect to exclude from the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by us from a customer.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

We primarily generate revenue through the manufacture and sale of technology solutions including advanced detection and sensing systems, software to authenticate and manage transactions, micro-optics materials technology, and anti-counterfeiting technology including micro-optics and micro lithography.

4 unchanged sentences

When products are customized or products are sold directly to the U.S.

government, revenue is recognized over time because control is transferred continuously to customers, as the contract progresses.

government and certain foreign governments, revenue is recognized over time because control is transferred continuously to customers, as the contract progresses.

We exercise judgment to determine whether the products have an alternative use to us.

When an alternative use does not exist for these products and we are entitled to payment for performance completed to date which includes a reasonable profit margin, revenue is recognized over time.

When a contract with the U.S.

government contains clauses indicating that the U.S.

government owns any work-in-progress as the contracted product is being built, revenue is recognized over time.

When a contract contains clauses indicating that the customer owns any work-in-progress as the contracted product is being built, revenue is recognized over time.

The measure of progress applied by us is the cost-to-cost method as this provides the most faithful depiction of the pattern of transfer of control.

17 unchanged sentences

Revenue related to contract liabilities is recognized when control is transferred to the customer.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

We pay sales commissions related to certain contracts, which qualify as incremental costs of obtaining a contract.

6 unchanged sentences

We also include costs directly associated with products sold, such as warranty provisions.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

We accrue warranty liabilities when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

Selling, General and Administrative Expenses.

20 unchanged sentences

As such, the income taxes of the Business as presented in the Consolidated and Combined Financial Statements may not be indicative of the income taxes that the Business will generate in the future.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Obligations for income taxes in jurisdictions where the Business files a combined tax return with Holdings were deemed settled with Holdings and are reflected within “Net transfers to Crane” as a financing activity in the Consolidated and Combined Statements of Cash Flows.

3 unchanged sentences

See Note 6, “Research and Development” for further details.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Capitalized Software Development Costs.

3 unchanged sentences

Once the services are available for general release to customers, no additional costs are capitalized.

Capitalized software development costs, net of accumulated amortization, were $ 3.7 million and $ 0.0 million as of December 31, 2024, and December 31, 2023, respectively, and are included in “Intangible assets, net” in the Consolidated Balance Sheets.

Capitalized software development costs, net of impairment and accumulated amortization, were $ 7.0 million and $ 3.7 million as of December 31, 2025, and December 31, 2024, respectively, and are included in “Intangible assets, net” in the Consolidated Balance Sheets.

Stock-Based Compensation.

8 unchanged sentences

Diluted earnings per share gives effect to all potentially dilutive common shares outstanding during the year.

On April 3, 2023, 56.7 million shares of our common stock, par value $ 1.00 per share, were distributed to Holdings stockholders of record as of March 23, 2023, as part of the Separation.

This share amount is utilized for the calculation of basic and diluted earnings per share for all periods presented prior to the Separation and such shares are treated as issued and outstanding for purposes of calculating historical earnings per share.

For periods prior to the Separation, it is assumed that there are no dilutive equity instruments as there were no Crane NXT stock-based awards outstanding prior to the Separation.

The weighted average number of common shares outstanding for the year ended December 31, 2024, and December 31, 2023, were based on the weighted average number of common shares after the Separation.

The weighted average number of common shares outstanding for the year ended December 31, 2025, 2024 and 2023, were based on the weighted average number of common shares after the Separation.

(in millions, except per share data) For the year ended December 31, 2025 2024 2023

6 unchanged sentences

The computation of diluted earnings per share excludes the effect of the potential exercise of stock options when the average market price of the common stock is lower than the exercise price of the related stock options.

During 2024 and 2023, the number of stock options excluded from the computation was 0.2 million and $ 0.4 million, respectively.

During 2025, 2024 and 2023, the number of stock options excluded from the computation was 0.3 million, 0.2 million and 0.4 million, respectively.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Business Combinations.

5 unchanged sentences

We will make appropriate adjustments to the purchase price allocation prior to completion of the measurement period, as required.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

To allocate the consideration transferred for our acquisitions, the fair values of all identifiable assets and liabilities must be established.

4 unchanged sentences

See Note 3, “Acquisitions” for further details.

Equity Method Investments.

The Company accounts for investments in joint ventures or other entities over which it has significant influence but does not have voting control using the equity method.

Investments in entities over which the Company does not have significant influence or control are not material and are carried at cost.

Fair Value Measurements.

19 unchanged sentences

The estimated fair value of long-term debt is measured using Level 2 inputs.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

As a result of the OpSec acquisition, we assumed a contingent liability related to a prior OpSec acquisition.

2 unchanged sentences

See Note 15, “Fair Value Measurements” for further details.

Net Investment Hedges.

In December 2025, the Company designated its euro‑denominated Term Loan B debt as a net investment hedge of certain foreign operations.

The objective of this designation is to mitigate the impact of foreign currency exchange rate fluctuations on the Company’s net investments in those subsidiaries.

For hedges that qualify for net investment hedge accounting, the effective portion of changes in the carrying amount of the designated debt is recorded in Currency Translation Adjustment (“CTA”), a component of Accumulated Other Comprehensive Income (“AOCI”), until the related net investment is sold or substantially liquidated.

We recorded $ 0.2 million gain in CTA for the year ended December 31, 2025.

Cash and Cash Equivalents.

3 unchanged sentences

The cash reflected on the Consolidated Balance Sheets represents cash on hand at certain foreign entities that did not participate in the centralized cash management program and are specifically identifiable to the Business.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Restricted Cash.

Cash that is legally restricted as to its withdrawal or usage is classified as restricted cash.

In 2024, restricted cash primarily related to guarantees on future obligations.

For the years ended December 31, 2025 and 2024, restricted cash is primarily related to guarantees on future obligations.

Current restricted cash, included within “Other current assets” in our Consolidated Balance Sheets, was $ 5.3 million and 0.8 million as of December 31, 2025, and 2024, respectively.

21 unchanged sentences

The reserve for excess and obsolete inventory activity was no t material to our financial results for the years ended December 31, 2025, and 2024.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Valuation of Long-Lived Assets.

3 unchanged sentences

If the future undiscounted cash flows are less than the carrying value, then the long-lived asset is considered impaired, and a loss is recognized based on the amount by which the carrying amount exceeds the estimated fair value.

For the years ended December 31, 2024, 2023 and 2022, there were no impairment charges identified.

For the years ended December 31, 2025, 2024 and 2023, there were no significant impairment charges identified.

Property, Plant and Equipment, net.

9 unchanged sentences

Depreciation expense was $ 44.9 million, $ 37.7 million and $ 39.6 million for the years ended December 31, 2025, 2024 and 2023, respectively.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Goodwill and Other Intangible Assets.

10 unchanged sentences

Furthermore, to evaluate the sensitivity of the fair value calculations on the goodwill impairment test, we applied a hypothetical, reasonably possible 10% decrease to the fair values of each reporting unit.

The effects of this hypothetical 10% decrease would still result in a fair value calculation significantly exceeding our carrying value for each of our reporting units, except for the recently acquired OpSec reporting unit which was less than 10%.

OpSec’s goodwill represents 14% of the total goodwill of the Company.

The effects of this hypothetical 10% decrease would still result in a fair value calculation significantly exceeding our carrying value for each of our reporting units, except for the Crane Authentication reporting unit, which is composed OpSec and De La Rue, acquired in 2024 and 2025, respectively.

Goodwill associated with Crane Authentication represents 27.9% of the Company’s total goodwill.

While we believe we have made reasonable estimates and assumptions to calculate the fair value of all our reporting units, it is possible a material change could occur.

If actual results are not consistent with management’s estimates and assumptions, goodwill and other intangible assets may then be determined to be impaired and a charge would need to be taken against net earnings.

If actual results are not consistent with management’s estimates and assumptions, or if factors outside management control, such as interest rates or other market conditions change, goodwill and other intangible assets may then be determined to be impaired and a charge would need to be taken against net earnings.

The determination of discounted cash flows is based on the businesses’ strategic plans and long-range planning forecasts, which change from year to year.

1 unchanged sentence

Profit margin assumptions are projected by each reporting unit based on the current cost structure and anticipated net cost increases/reductions.

There are inherent uncertainties related to these assumptions, including changes in market conditions, and management judgment is necessary in applying them to the analysis of impairment.

There are inherent uncertainties related to these assumptions, including changes in factors outside management control such as market conditions, and management judgment is necessary in applying them to the analysis of impairment.

The estimated cost of capital used in the discounted cash flow analysis varies for each reporting unit and ranged between 11.0 % and 12.0 % (a weighted average of 11.5 %), at our most recent annual goodwill impairment assessment.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Changes to goodwill are as follows:

2 unchanged sentences

$ 626.7 $ 214.5 $ 841.2

Additions (see Note 3) — 133.7 $ 133.7

Currency translation ( 17.6 ) ( 0.7 ) ( 18.3 )

2 unchanged sentences

Additions (see Note 3) — 188.5 $ 188.5

Currency translation ( 17.6 ) ( 0.7 ) ( 18.3 )

Currency translation and other 15.1 3.8 18.9

Balance as of December 31, 2025

5 unchanged sentences

In addition to an annual assessment for impairment of indefinite-lived intangible assets, we review all our definite-lived intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable.

No impairment charges have been required during 2024, 2023 and 2022.

No significant impairment charges have been required during 2025, 2024 and 2023.

As of December 31, 2025, we had $ 557.2 million of net intangible assets, of which $ 45.5 million were intangibles with indefinite useful lives included within intellectual property rights.

As of December 31, 2024, we had $ 419.3 million of net intangible assets, of which $ 45.5 million were intangibles with indefinite useful lives included within intellectual property rights.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Changes to intangible assets are as follows:

20 unchanged sentences

2031 and after $ 243.9

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Crane Net Investment.

Prior to the Separation, the Consolidated and Combined Statements of Changes in Equity include net cash transfers between Holdings and the Business as well as related party receivables and payables between the Business and other Holdings affiliates.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Redeemable Noncontrolling Interests.

Noncontrolling interests with redemption features that are not solely within the control of the Company are classified as redeemable noncontrolling interests and presented as temporary equity between total liabilities and total equity in our Consolidated Balance Sheet.

The redeemable noncontrolling interest was initially measured at fair value at the date of the acquisition of the 32.3 % equity interest in Antares Vision (see Note 3 Acquisitions).

At each reporting date after initial recognition, the redeemable noncontrolling interest is subsequently measured to the higher of i) the initial carrying amount, adjusted for the noncontrolling interest’s share of accumulated earnings or losses, contributions and distributions, or ii) the redemption value, assuming it was redeemable at the reporting date.

Changes in fair value of redeemable noncontrolling interest are recognized as an adjustment to capital surplus.

The following table presents the reconciliation of changes in the Company’s redeemable noncontrolling interest:

(in millions)

Balance as of December 31, 2024 $ —

Redeemable noncontrolling interest (See Note 3 “Acquisitions”) 6.9

Net loss attributable to redeemable noncontrolling interest ( 0.5 )

Redeemable noncontrolling interest redemption value* 0.5

Foreign currency translation —

Balance as of December 31, 2025 $ 6.9

*Adjustment of the carrying value of redeemable noncontrolling interest to the estimated redemption value was recognized in

capital surplus.

Accumulated Other Comprehensive Loss.

2 unchanged sentences

Balance as of December 31, 2022 $ 9.0 $ ( 140.5 ) $ ( 131.5 )

Other comprehensive income (loss) before reclassifications 10.9 ( 69.2 ) ( 58.3 )

Amounts reclassified from accumulated other comprehensive loss ( 0.9 ) — ( 0.9 )

Net period other comprehensive income (loss) 10.0 ( 69.2 ) ( 59.2 )

Balance as of December 31, 2022 9.0 ( 140.5 ) ( 131.5 )

Other comprehensive (loss) income before reclassifications ( 3.2 ) 18.1 14.9

Amounts reclassified from accumulated other comprehensive income (loss) ( 2.0 ) — ( 2.0 )

Amounts reclassified from accumulated other comprehensive income ( 2.0 ) — ( 2.0 )

Net period other comprehensive (loss) income ( 5.2 ) 18.1 12.9

1 unchanged sentence

Other comprehensive loss before reclassifications — ( 50.9 ) ( 50.9 )

Amounts reclassified from accumulated other comprehensive income (loss) ( 3.1 ) — ( 3.1 )

Amounts reclassified from accumulated other comprehensive income ( 3.1 ) — ( 3.1 )

Net period other comprehensive loss ( 3.1 ) ( 50.9 ) ( 54.0 )

Balance as of December 31, 2024 0.7 ( 173.3 ) ( 172.6 )

Other comprehensive income before reclassifications 1.6 72.2 73.8

Amounts reclassified from accumulated other comprehensive income ( 1.1 ) — ( 1.1 )

Net period other comprehensive income 0.5 72.2 72.7

Balance as of December 31, 2025 $ 1.2 $ ( 101.1 ) $ ( 99.9 )

Net of tax detriment of $ 1.1 million, $ 1.3 million and $ 1.5 million for December 31, 2025, 2024 and 2023, respectively.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The table below illustrates the amounts reclassified out of each component of accumulated other comprehensive loss for the years ended December 31, 2025, 2024 and 2023.

12 unchanged sentences

Total reclassifications for the period $ ( 1.1 ) $ ( 3.1 ) $ ( 2.0 )

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Recent Accounting Pronouncements

Recently Adopted Accounting Standards

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

Improvements to Reportable Segment Disclosures which intends to improve reportable segment disclosure requirements.

The new standard includes new requirements to disclose significant segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within the reported segment's profit or loss, the amount and composition of any other segment items, the title and position of the CODM, and how the CODM uses the reported segment's profit or loss to assess performance and allocate resources.

The standard is effective for all public entities for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024, applied retrospectively with early adoption permitted.

The Company adopted the standard for the year ended December 31, 2024.

See Note 4, “Segment Information” reflecting the Company’s adoption of this standard.

Recently Issued Accounting Standards

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

3 unchanged sentences

The standard is effective for all public entities for annual periods beginning after December 15, 2024, on a prospective basis, with a retrospective option, and early adoption permitted for annual financial statements that have not yet been issued.

The Company is currently evaluating the potential impact of this standard on its Consolidated and Combined Financial Statements and Disclosures.

The Company adopted the standard on a prospective basis for the year ended December 31, 2025.

See Note 10, “Income Taxes” reflecting the Company’s adoption of this standard.

Recently Issued Accounting Standards

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

2 unchanged sentences

The standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

The Company is currently evaluating the potential impact of this standard on its Consolidated and Combined Financial Statements and Disclosures.

The Company is currently evaluating the potential impact of this standard on its Financial Statements and Disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

Improvements to the Accounting for Internal-Use Software .

The update eliminates the previous project stage model and introduces a “probable-to-complete” threshold for capitalization.

It also consolidates guidance for website development costs under Subtopic 350-40.

The ASU is effective for fiscal years beginning after December 15, 2027.

The Company is currently evaluating the potential impact of this standard on its Financial Statements and Disclosures.

The Company considered the applicability and impact of other Accounting Standards Updates issued by the Financial Accounting Standards Board (FASB) and determined them to be either not applicable or are not expected to have a material impact on the Company's Consolidated and Combined Statements of Operations, Consolidated Balance Sheets and Consolidated and Combined Cash Flows.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 2 - Related Parties

9 unchanged sentences

All such amounts were deemed incurred and settled by the Business in the period in which the costs were recorded.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The allocated centralized costs for the Business were $ 13.5 million and $ 31.8 million for the years ended December 31, 2023, and 2022, respectively.

The allocated centralized costs for the Business were $ 13.5 million for the year ended December 31, 2023.

These costs are included in “Selling, general and administrative” in the Consolidated and Combined Statements of Operations.

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Expenses primarily consisted of professional service fees.

There were no allocated expenses in connection with the Separation for the years ended December 31, 2022.

There were no significant Separation related expenses for the year ended December 31, 2025.

Cash Management and Financing.

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Certain related party transactions between the Business and Holdings have been included within “Crane Net Investment” in the Consolidated and Combined Statement of Changes in Equity in the historical periods presented when the related party transactions were not settled in cash.

We recorded related party interest expense related to the loan activity with Holdings and its affiliates of $ 2.5 million, $ 14.4 million for the years ended December 31, 2023, and 2022, respectively, which are included in the Business’ results as “Related party interest expense” in the Consolidated and Combined Statements of Operations.

We recorded related party interest expense related to the loan activity with Holdings and its affiliates of $ 2.5 million for the year ended December 31, 2023, which are included in the Business’ results as “Related party interest expense” in the Consolidated and Combined Statements of Operations.

The total effect of the settlement of these related party transactions is reflected with “Net transfers to Crane” as a financing activity in the Consolidated and Combined Statements of Cash Flows.

There was no related party interest expense for the years ended December 31, 2025 and 2024.

Additionally, after the Separation, SpinCo and its subsidiaries were identified as related parties.

As of December 31, 2024, and 2023, we have net outstanding receivables with SpinCo and its subsidiaries of $ 0.0 million and $ 0.3 million, respectively, related to the transition services agreement and outstanding receivables of $ 0.7 million and $ 4.5 million, respectively, related to indemnification under the tax matters agreement.

As of December 31, 2025, and 2024, we have net outstanding receivables from SpinCo and its subsidiaries of $ 1.9 million and $ 0.7 million, respectively, related to indemnification under the tax matters agreement.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 3 – Acquisitions

Antares Vision Acquisition

On December 16, 2025, Crane NXT, through a newly formed Italian joint stock company (“ITT”), initiated a multi-phase acquisition of Antares Vision S.p.A.

(“Antares Vision”).

In the first phase, Crane NXT acquired a 32.3 % equity interest in Antares Vision for € 117.3 million (approximately $ 137.8 million), at a purchase price of € 5.00 per share.

Antares Vision is a global provider of inspection and detection systems that ensure product safety and quality control.

Antares Vision also provides track and trace software solutions that help prevent counterfeiting and provides visibility of products throughout the supply chain.

The transaction advances Crane NXT’s strategy to provide trusted technology solutions that secure, detect and authenticate its customers’ most valuable assets, and expands the Company’s portfolio in growing end markets, including Life Sciences and Food and Beverage.

The Company accounts for its investment in Antares Vision in the first phase under equity method accounting since it exercises significant influence over Antares Vision, but does not have a controlling financial interest.

The Company recorded its investment at cost of $ 137.8 million in the Consolidated Balance Sheet at December 31, 2025.

Following the initial investment, Crane NXT will launch a mandatory tender offer under applicable Italian law to acquire the remaining publicly traded shares at the same per-share price.

Upon completion of the mandatory tender offer, Crane NXT will implement steps aimed at delisting Antares Vision and acquire the remaining stake owned by Regolo S.p.A.

As a result of the transaction, Antares Vision will become a subsidiary of Crane NXT.

The final phase of the transaction is anticipated to finalize in 2026.

The acquisition is funded through the Term Loan B (as described in Note 14, “Financing”).

Under the terms of the Investor and Shareholders’ Agreement (“ISA”), the Company is required to issue ordinary shares and grant Class B shares of ITT to certain Antares Vision personnel at € 5.00 per share in multiple tranches aligned with the acquisition steps (the “Reinvestment”).

In connection with the first phase, the Company issued 1,173,379 ordinary shares and granted 1,173,379 Class B shares of ITT for $ 6.9 million each, or $ 13.8 million in total.

The ordinary shares are classified as a redeemable noncontrolling interest and are presented in temporary equity in the Consolidated Balance Sheet as “Redeemable noncontrolling interest”.

The Class B shares are accounted for as stock‑based compensation granted to employees of an equity‑method investee under ASC Topic 718 “Compensation - Stock Compensation” (“ASC 718”) and under ASC Topic 323, “Investments - Equity Method and Joint Ventures” (“ASC 323”).

Under the ISA, the Class B shares convert into ordinary shares of ITT based on a multiplier dependent on revenue and EBIT target achievement for the year ended December 31, 2028.

The multiplier ranges from zero to three depending on the achievement of these targets as of the specified conversion date.

Once converted to ordinary shares, the Class B shares are subject to immediately exercisable call and put features and as such, they are liability-classified instruments.

Since Class B shares are subject to performance conditions with no service conditions, they are expensed, when the performance conditions are deemed probable of being achieved and are based on the fair value of the Class B shares at that time.

The fair value of Class B shares are based on the estimated fair value of ITT using a market approach and management’s best estimate of the expected performance outcome under the awards’ performance‑based conversion features.

Because the number of ordinary shares issuable upon conversion varies based on performance, the estimated fair value incorporates expected performance against these targets.

These estimates involve significant judgment and are subject to inherent uncertainty, and actual results may differ from current expectations, which could result in adjustments to compensation expense in future periods.

The liability is remeasured each reporting period until settlement.

As of December 31, 2025, the performance condition was considered probable of achievement, and the Company recognized $ 12.0 million of stock-based compensation expense within “Equity investment (loss) gain” in the Consolidated and Combined Statements of Operations.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

De La Rue Acquisition

On May 1, 2025, we acquired De La Rue Authentication Solutions (“DLR”) for a base purchase price of £ 300 million on a cash-free and debt-free basis, subject to customary purchase price adjustments.

The amount paid, net of cash acquired and working capital adjustments, was $ 394.0 million.

We utilized the Term Loan A to fund the acquisition (as described in Note 14, “Financing”).

In September 2025, we received $ 2.9 million related to the final working capital adjustment of the DLR acquisition, resulting in net cash paid of $ 391.1 million.

DLR is a leading global provider of digital and physical security and authentication technologies to governments and brands, and expands our portfolio of authentication solutions.

DLR is part of a joint venture (the “Joint Venture”) that manufactures and sells tax stamps for the government of Ghana.

DLR owns 49% of the share capital but maintains control of the Joint Venture through board governance rights.

As such, we have consolidated the Joint Venture and recorded a noncontrolling interest in our Consolidated and Combined Financial Statements.

Allocation of Consideration Transferred to Net Assets Acquired

The following amounts represent the preliminary determination of the fair value of identifiable assets acquired and liabilities assumed from our acquisition of DLR, pending the finalization of certain tangible assets and liabilities to be completed within the measurement period as required by ASC Topic 805 “Business Combination” (“ASC 805”).

Potential adjustments are not expected to be material in relation to the preliminary values presented below:

Net assets acquired (in millions)

Accounts receivable, net $ 19.9

Inventories, net 20.8

Other current assets 6.7

Property, plant and equipment 27.5

Other non-current assets 5.3

Intangible assets 184.4

Goodwill 188.5

Total assets acquired $ 453.1

Total current liabilities $ 16.3

Other liabilities 45.7

Total assumed liabilities $ 62.0

Net assets acquired $ 391.1

The amount allocated to goodwill reflects expected sales synergies, manufacturing efficiency and research and development.

Goodwill from this acquisition is not deductible for tax purposes.

Th e amounts allocated to acquired intangible assets, and their associated weighted-average useful lives which were determined based on the period in which the assets are expected to contribute directly or indirectly to our future cash flows, consist of the following:

Intangible Assets (in millions) Intangible Fair Value Weighted Average Life (in years)

Customer relationships $ 141.0 18.2

Developed technology 40.7 5.0

Backlog 2.7 0.9

Total acquired intangible assets $ 184.4

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The fair values of the customer relationships and backlog intangible assets were determined by using an “income approach”, which is a commonly accepted valuation approach.

Under this approach, the net earnings attributable to the asset or liability being measured are isolated using the discounted projected net cash flows.

These projected cash flows are isolated from the projected cash flows of the combined asset group over the remaining economic life of the intangible asset or liability being measured.

Both the amount and the duration of the cash flows are considered from a market participant perspective.

The Company’s estimates of market participant net cash flows considered historical and projected pricing, operational performance including market participant synergies, aftermarket retention, product life cycles, material and labor pricing, and other relevant customer, contractual and market factors.

Where appropriate, the net cash flows were adjusted to reflect the potential attrition of existing customers in the future, as existing customers are expected to decline over time.

The attrition-adjusted future cash flows are then discounted to present value using an appropriate discount rate.

The customer relationship is being amortized on a straight-line basis (which approximates the economic pattern of benefits) over the estimated economic life of 12 to 21 years.

The fair values of the developed technology intangible assets were determined by the relief-from-royalty approach.

Similarly, this approach is based on the assumption that in lieu of ownership, a company would be willing to pay a royalty in order to exploit the related benefits of the technology.

Therefore, a portion of DLR’s earnings, equal to the after-tax royalty that would have been paid for the use of the technology, can be attributed to the Company’s ownership of the technology.

The technology assets are being amortized on a straight-line basis (which approximates the economic pattern of benefits) over the estimated economic life of 5 years.

OpSec Acquisition

On May 3, 2024, we acquired OpSec Security (“OpSec”), for a base purchase price of $ 270 million on a cash-free and debt-free basis, subject to customary purchase price adjustments .

On May 3, 2024, we acquired OpSec Security (“OpSec”), for a base purchase price of $ 270 million on a cash-free and debt-free basis.

The amount paid, net of cash acquired, was $ 268.4 million.

We utilized $ 210.0 million from our Revolving Facility (as defined in Note 14, “Financing”) and cash on hand to fund the acquisition.

In September 2024, we received $ 1.4 million related to the final working capital adjustment, resulting in net cash paid of $ 268.4 million.

OpSec provides authentication solutions, brand and digital content protection serving various commercial brands, government agencies and financial institutions.

In connection with the acquisition of OpSec, we renamed our “Crane Currency” reportable segment to “Security and Authentication Technologies,” which consists of the Crane Currency business and the acquired OpSec business.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Allocation of Consideration Transferred to Net Assets Acquired

The following amounts represent the preliminary determination of the fair value of identifiable assets acquired and liabilities assumed from our acquisition of OpSec, pending the finalization of certain tangible assets and liabilities to be completed within the measurement period as required by ASC 805.

Potential adjustments are not expected to be material in relation to the preliminary values presented below:

The following amounts represent the determination of the fair value of identifiable assets acquired and liabilities assumed from our acquisition of OpSec.

The fair value of certain assets and liabilities has been completed as required by ASC 805.

Net assets acquired (in millions)

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The amount payable is contingent upon achievement of specific revenue targets and is capped at $ 2.2 million.

The contingency conditions expire at the end of 2026, at which point if the contingency conditions have not been met, no payment will occur.

The contingency conditions expire at the end of October 2027, an extension from the original expiry date at the end of 2026, at which point if the contingency conditions have not been met, no payment will occur.

The contingent liability is measured at fair value.

See Note 15, “Fair Value Measurements” for further details.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The amount allocated to goodwill reflects expected sales synergies, manufacturing efficiency and research and development.

Goodwill from this acquisition is not deductible for tax purposes.

Intangible Assets (dollars in millions)

Intangible Fair Value Weighted Average Life

Intellectual property rights $ 1.5 5.0

Customer relationships $ 115.5 19.3

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Backlog 2.0 0.7

Intellectual property rights 1.5 5.0

Total acquired intangible assets $ 155.5

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The technology assets are being amortized on a straight-line basis (which approximates the economic pattern of benefits) over the estimated economic life of 3 to 6 years.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The fair values of the customer relationships and backlog intangible assets were determined by using an “income approach,” which is a commonly accepted valuation approach.

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Both the amount and the duration of the cash flows are considered from a market participant perspective.

The Company’s estimates of market participant net cash flows considered historical and projected pricing, operational performance including market participant synergies, after market retention, product life cycles, material and labor pricing, and other relevant customer, contractual and market factors.

Where appropriate, the net cash flows were adjusted to reflect the potential attrition of existing customers in the future, as existing customers are expected to decline over time.

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The customer relationship is being amortized on a straight-line basis (which approximates the economic pattern of benefits) over the estimated economic life of 16 to 20 years.

Supplemental Pro Forma Data

OpSec’s results of operations have been included in our financial statements for the period subsequent to the completion of the acquisition on May 3, 2024.

During the period since acquisition, OpSec contributed net sales of $ 86.0 million, resulting in operating loss of $ 10.2 million for the year ended December 31, 2024.

The following unaudited pro forma consolidated and combined information assumes that the acquisition was completed on January 1, 2023.

The unaudited pro forma consolidated and combined information is provided for illustrative purposes only and is not indicative of our actual consolidated and combined results of operations or consolidated financial position.

Supplemental and Pro Forma Data

DLR results of operations have been included in our financial statements for the period subsequent to the completion of the acquisition on May 1, 2025.

OpSec results of operations have been included in our financial statements for the period subsequent to the completion of the acquisition on May 3, 2024.

During the period since acquisition, DLR contributed net sales of $ 89.4 million, resulting in operating loss of $ 7.9 million for the year ended December 31, 2025.

The operating loss was driven by acquisition related amortization, fair value step-up and transaction costs.

The following unaudited pro forma consolidated and combined information assumes that the DLR acquisition was completed on January 1, 2024 and the OpSec acquisition was completed on January 1, 2023.

The unaudited pro forma consolidated and combined information for both acquisitions is provided for illustrative purposes only and is not indicative of our actual consolidated and combined results of operations or consolidated financial position.

(in millions) For the year ended December 31, 2025 2024 2023

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Net income attributable to common shareholders $ 160.3 $ 164.4 $ 161.1

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Acquisition-Related Costs

For the year ended December 31, 2024, we recorded $ 17.9 million of acquisition-related costs within “Selling, general and administrative” in our Consolidated and Combined Statements of Operations.

For the year ended December 31, 2025 and 2024, we recorded $ 24.1 million and $ 17.9 million, respectively, of acquisition-related costs within “Selling, general and administrative” in our Consolidated and Combined Statements of Operations.

Note 4 – Segment Information

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The accounting policies of the segments are the same as those described in the summary of significant accounting policies.

The CPI segment remains unchanged.

This updated structure is consistent with how the Chief Operating Decision Maker evaluates performance and allocates resources, and better aligns with our mission to secure, detect and authenticate our customers’ most valuable assets.

As of December 31, 2024, we had two reportable segments:

We had two reportable segments:

Crane Payment Innovations and Security and Authentication Technologies.

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Corporate consists of corporate office expenses including compensation and benefits for corporate employees, occupancy, depreciation, and other administrative costs.

A brief description of each of our segments as of December 31, 2024, is as follows:

A brief description of each of our segments is as follows:

Crane Payment Innovations

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Key research and development and manufacturing facilities are located in the United States, the United Kingdom, Mexico, Japan, and Germany, with additional sales offices across the world.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Security and Authentication Technologies

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The CEO also uses segment net sales and operating profit for assessing the performance of each segment by comparing the results of each segment with one another and with prior year’s performance, and in determining the compensation of certain employees directly responsible for segment performance.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Financial information by reportable segment is set forth below:

(in millions) Year ended December 31, 2025

Crane Payment Innovations Security and Authentication Technologies Corporate Total

Crane Payment Innovations Security and Authentication Technologies Total

Net Sales $ 846.6 $ 810.1 $ 1,656.7

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Other segment items (a)

Operating profit (loss) 228.4 110.9 ( 70.5 ) 268.8

Segment operating profit 221.6 97.4 319.0

Corporate costs ( 72.3 )

Operating profit 246.7

Interest income 1.0

Interest expense ( 60.3 )

Equity investment loss ( 11.5 )

Miscellaneous income, net 5.1

Income before income taxes $ 181.0

Capital expenditures $ 7.9 $ 37.5 $ 0.1 $ 45.5

Depreciation and amortization $ 29.3 $ 55.1 $ 2.4 $ 86.8

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

(in millions) Year ended December 31, 2024

Crane Payment Innovations Security and Authentication Technologies Corporate Total

Crane Payment Innovations Security and Authentication Technologies Total

Net Sales $ 873.2 $ 613.6 $ 1,486.8

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Other segment items (a)

Operating profit (loss) 242.8 116.3 ( 72.3 ) 286.8

Segment operating profit 228.4 110.9 339.3

Corporate costs ( 70.5 )

Operating profit 268.8

Interest income 1.6

Interest expense ( 47.8 )

Related party interest expense ( 2.5 )

Equity investment gain 0.8

Miscellaneous income, net 3.0

Income before income taxes $ 226.4

Capital expenditures $ 7.6 $ 25.9 $ 1.6 35.1

Depreciation and amortization $ 31.2 $ 44.2 $ 2.2 77.6

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

(in millions) Year ended December 31, 2023

Crane Payment Innovations Security and Authentication Technologies Corporate Total

Crane Payment Innovations Security and Authentication Technologies Total

Net Sales $ 886.4 $ 504.9 $ 1,391.3

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Other segment items (a)

Operating profit (loss) 217.1 117.3 ( 33.1 ) 301.3

Segment operating profit 242.8 116.3 359.1

Corporate costs ( 72.3 )

Operating profit 286.8

Interest income 1.1

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Income before income taxes $ 239.8

Capital expenditures $ 5.0 $ 16.3 $ — 21.3

Depreciation and amortization $ 32.9 $ 45.3 $ 0.5 78.7

Includes other cost of operations such as manufacturing costs, amortization expenses, shipping and handling costs, and certain overhead expenses, as well as corporate allocations.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

(in millions) December 31, 2025 2024 2023

Depreciation and amortization:

Crane Payment Innovations $ 29.1 $ 29.3 $ 31.2

Security and Authentication Technologies 74.9 55.1 44.2

Corporate 2.6 2.4 2.2

Total $ 106.6 $ 86.8 $ 77.6

(in millions) December 31, 2025 2024 2023

Capital expenditures

Crane Payment Innovations $ 7.7 $ 7.9 $ 7.6

Security and Authentication Technologies 30.7 37.5 25.9

Corporate 0.1 0.1 1.6

Total $ 38.5 $ 45.5 $ 35.1

Net sales by geographic region:

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Net sales by geographic region are based on the destination of the sale.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Balance sheet items by reportable segment is set forth below:

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Long-lived assets, net by geographic region are based on the location of the business unit and consist of property, plant and equipment and operating lease assets.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 5 - Revenue

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Contract assets represent unbilled amounts that typically arise from contracts for customized products or contracts for products sold directly to the U.S.

government, where revenue recognized using the cost-to-cost method exceeds the amount billed to the customer.

government or indirectly to the U.S.

government through subcontracts, and certain international government contracts, where revenue recognized using the cost-to-cost method exceeds the amount billed to the customer.

Contract assets are assessed for impairment and recorded at their net realizable value.

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Revenue related to contract liabilities is recognized when control is transferred to the customer.

We report contract assets, which are included within “Other current assets” in our Consolidated Balance Sheets, and contract liabilities, which are included within “Accrued liabilities” and “Other liabilities” in our Consolidated Balance Sheets, on a contract-by-contract net basis at the end of each reporting period.

Net contract assets and contract liabilities were as follows:

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

We report contract assets, which are included within “Other current assets”, current contract liabilities, which are included within “Accrued liabilities” and long-term contract liabilities, which are included within “Other liabilities” on our Consolidated Balance Sheets, on a contract-by-contract net basis at the end of each reporting period.

Net contract assets and contract liabilities consisted of the following:

(in millions) December 31, 2025 2024

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Research and Development Costs $ 46.0 $ 39.5 $ 42.8

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 7 – Pension and Postretirement Benefits

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A summary of the projected benefit obligations, fair value of plan assets and funded status for the plans is as follows:

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Pension Benefits Postretirement Benefits

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Settlements ( 10.6 ) ( 2.3 ) — —

Curtailments ( 2.3 ) — — —

Benefits paid ( 2.5 ) ( 5.5 ) ( 1.4 ) ( 1.5 )

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Funded status $ 11.1 $ 7.4 $ ( 11.1 ) $ ( 11.5 )

In the U.S., 2025 actuarial gains in the projected benefit obligation were primarily the result of a decrease in the discount rate.

Other sources of gains or losses such as plan experience, updated census data and minor adjustments to actuarial assumptions generated combined losses of less than 1 % of expected year end obligations.

In the non-U.S., countries, 2025 actuarial gains in the projected benefit obligation were primarily the result of increases in discount rates, decreases in UK inflation, and updates to Switzerland withdrawal and lump sum take rates.

Other sources of gains or losses such as plan experience, updated census data, and minor adjustments to other actuarial assumptions generated combined losses well under 1 % of expected year end obligations.

In the U.S., 2024 actuarial gains in the projected benefit obligation were primarily the result of the loss of one of the participants who had the largest benefit and an increase in the discount rate.

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NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

In the U.S., 2023 actuarial losses in the projected benefit obligation were primarily the result of a decrease in the discount rate.

In the non-U.S.

countries, 2023 actuarial losses in the projected benefit obligation were primarily the result of decreases in discount rates.

Other sources of gains or losses such as plan experience, updated census data, changes to forecast inflation, mortality table updates and minor adjustments to other actuarial assumptions generated combined losses of less than 2 % of expected year end obligations.

Amounts recognized on our Consolidated Balance Sheets consist of:

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Funded status $ 11.1 $ 7.4 $ ( 11.1 ) $ ( 11.5 )

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Amounts recognized in accumulated other comprehensive loss consist of:

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Prior service credit ( 3.5 ) ( 5.3 ) — —

Total recognized in accumulated other comprehensive loss $ 6.9 $ 7.4 $ ( 7.4 ) $ ( 8.8 )

Total recognized in accumulated other comprehensive loss (gain) $ 5.5 $ 6.9 $ ( 6.3 ) $ ( 7.4 )

The projected benefit obligation, accumulated benefit obligation and fair value of plan assets are as follows:

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Amortization of net loss (gain) 0.2 0.3 — ( 0.8 ) ( 0.9 ) ( 0.7 )

Recognized curtailment gain — ( 0.1 ) — — — —

Settlement gain — ( 0.3 ) — — — —

Recognized curtailment loss (gain) ( 1.7 ) — ( 0.1 ) — — —

Settlement loss (gain) 0.5 — ( 0.3 ) — — —

Other — ( 1.4 ) — — — —

Net periodic cost (benefit) $ ( 0.7 ) $ ( 1.0 ) $ ( 0.3 ) $ ( 0.1 ) $ ( 1.1 ) $ ( 0.9 )

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The weighted average assumptions used to determine benefit obligations are as follows:

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For the year ended December 31, 2025 2024 2023 2025 2024 2023

Discount rate 4.39 % 4.02 % N/A 5.50 % 5.00 % 5.40 %

Discount rate 4.14 % 4.39 % 4.02 % 5.20 % 5.50 % 5.00 %

Rate of compensation increase N/A N/A N/A N/A N/A N/A

Interest credit rate 4.39 % 4.02 % N/A N/A N/A N/A

Interest credit rate 4.14 % 4.39 % 4.02 % N/A N/A N/A

Discount rate 2.99 % 2.52 % 2.57 % N/A N/A N/A

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Interest credit rate 1.89 % 0.97 % 1.75 % N/A N/A N/A

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The weighted-average assumptions used to determine net periodic benefit cost are as follows:

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For the year ended December 31, 2025 2024 2023 2025 2024 2023

Discount rate 4.02 % 5.43 % N/A 5.40 % 5.40 % 2.70 %

Discount rate 4.39 % 4.02 % 5.43 % 5.50 % 5.40 % 5.40 %

Expected rate of return on plan assets N/A N/A N/A N/A N/A N/A

Rate of compensation increase N/A N/A N/A N/A N/A N/A

Interest credit rate 4.02 % 3.62 % N/A N/A N/A N/A

Interest credit rate 4.39 % 4.02 % 3.62 % N/A N/A N/A

Discount rate 2.52 % 2.57 % 3.17 % N/A N/A N/A

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Assumed health care cost trend rates have a significant effect on the amounts reported for our health care plans.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Our pension plan target allocations and weighted-average asset allocations by asset category are as follows, along with the actual allocation related to the Dedicated Plans:

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Alternative assets include investments in real estate, insurance contracts and hedge funds employing a wide variety of strategies.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The fair value of our pension plan assets as of December 31, 2025, by asset category, are as follows:

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In 2025, the pension plan's asset classified as Level 3 constitutes an insurance contract valued annually on an actuarial basis.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The fair value of our pension plan assets as of December 31, 2024, by asset category, are as follows:

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Cash contributions in subsequent years will depend on several factors including the investment performance of plan assets for funded plans.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Estimated Future Benefit Payments

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Benefit amounts are based upon years of service and compensation of the participating employees.

We recorded no pre-tax settlement gain or loss in 2024.

We recorded minimal pre-tax settlement gain and loss in 2023 and 2022, respectively.

We recorded no pre-tax settlement gain or loss in 2025 and 2024.

We recorded minimal pre-tax settlement gain and loss in 2023.

Accrued SERP benefits, which were recorded in Accrued liabilities and Accrued pension and postretirement benefits in the Consolidated Balance Sheets, were $ 1.3 million and $ 1.3 million as of December 31, 2025, and 2024, respectively.

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We made non-matching contributions to these plans of $ 6.3 million, $ 5.8 million and $ 5.5 million in 2025, 2024 and 2023, respectively.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 8 – Stock-Based Compensation Plans

Prior to the Separation, Crane NXT employees and directors participated in Holdings' equity incentive plans and received equity awards under those plans in the forms of stock options, restricted share units, performance-based and time-based restricted share units and deferred stock units in respect of Holdings common shares.

Crane NXT Consolidated and Combined Financial Statements reflect compensation expense for these stock-based plans associated with the portion of the Holdings equity incentive plans in which Crane NXT employees and directors participated.

As a result of the Separation, all outstanding stock-based compensation awards of Holdings were exchanged for similarly valued stock-based compensation awards of either SpinCo, Crane NXT or both.

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The stock incentive plans are used to provide long-term incentive compensation through stock options, restricted share units, performance-based restricted share units and deferred stock units.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Stock Options

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Expected lives in years 7.7 7.7 7.7

For 2024, expected dividend yield was based on our dividend rate.

For 2023 and 2022, expected dividend yield was based on Holdings’ dividend rate.

For 2024, expected stock volatility was based on a weighted blend of our available stock price history and the median historical volatility of members of a volatility peer group.

For 2023 and 2022, expected stock volatility was determined based upon Holdings’ historical volatility for the four-year period preceding the date of grant.

For 2024, 2023 and 2022, the risk-free interest rate was based on the yield curve in effect at the time the options were granted, using U.S.

For 2025 and 2024, expected dividend yield was based on our dividend rate.

For 2023, expected dividend yield was based on Holdings’ dividend rate.

For 2025 and 2024, expected stock volatility was based on a weighted blend of our available stock price history and the median historical volatility of members of a volatility peer group.

For 2023, expected stock volatility was determined based upon Holdings’ historical volatility for the four-year period preceding the date of grant.

The risk-free interest rate was based on the yield curve in effect at the time the options were granted, using U.S.

constant maturities over the expected life of the option.

For 2024, 2023 and 2022, the expected lives of the awards represented the period of time that options granted are expected to be outstanding.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The expected lives of the awards represented the period of time that options granted are expected to be outstanding.

Activity in Crane NXT’s stock option plans for the year ended December 31, 2025 were as follows:

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(a) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying options and the estimated fair value of the common stock for in the money options at December 31, 2025.

Included in our stock-based compensation was expense recognized for our stock option awards of $ 1.4 million and $ 4.8 million for the years ended December 31, 2024 and 2023, respectively.

For the year ended December 31, 2022, $ 1.9 million was allocated to the Company.

Included in our stock-based compensation was expense recognized for our stock option awards of $ 1.7 million, $ 1.4 million and $ 4.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.

During 2025, the weighted-average fair value of options granted was $ 23.82 , the total fair value of shares vested was $ 1.5 million, and the total intrinsic value of options exercised was $ 1.2 million.

The total cash received from these option exercises during 2024 and 2023 was $ 3.3 million and $ 5.0 million, respectively, and is reflected in the Consolidated and Combined Statement of Cash Flows as “Proceeds from stock options exercised” within financing activities.

The total cash received from option exercises during 2022 was $ 1.6 million and is reflected in the Consolidated and Combined Statements of Cash Flows in “Net transfers to Crane” within financing activities.

The total cash received from these option exercises during 2025, 2024 and 2023 was $ 2.6 million, $ 3.3 million and $ 5.0 million, respectively, and is reflected in the Consolidated and Combined Statement of Cash Flows as “Proceeds from stock options exercised” within financing activities.

The tax benefit realized for the tax deductions from these option exercises was $ 0.1 million, $ 0.4 million and $ 0.4 million as of December 31, 2025, 2024 and 2023, respectively.

As of December 31, 2025, there was $ 3.8 million of total future compensation cost related to unvested share-based awards to be recognized over a weighted-average period of 2.07 years.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Restricted Share Units and Performance-Based Restricted Share Units

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The fair value of performance-based restricted share units is calculated using a Monte Carlo pricing model on the date of grant.

Included in our stock-based compensation was expense recognized for our restricted share unit and performance-based restricted share unit awards of $ 9.2 million and $ 5.5 million for the years ended December 31, 2024, and 2023, respectively.

For the year ended December 31, 2022, $ 7.4 million was allocated to the Company.

Included in our stock-based compensation was expense recognized for our restricted share unit and performance-based restricted share unit awards of $ 11.0 million, $ 9.2 million and $ 5.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.

The tax benefit for the vesting of the restricted share units was $ 0.6 million, $ 0.8 million and $ 0.5 million as of December 31, 2025, 2024 and 2023, respectively.

As of December 31, 2025, there was $ 17.7 million of total future compensation cost related to restricted share unit and performance-based restricted share unit awards, to be recognized over a weighted-average period of 1.79 years.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Changes in our restricted share units for the year ended December 31, 2025 were as follows:

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Generally, we enter operating leases as the lessee and recognize right-of-use assets and lease liabilities based on the present value of future lease payments over the lease term.

We lease certain vehicles, equipment, manufacturing facilities, and non-manufacturing facilities.

We lease certain vehicles, equipment, manufacturing and non-manufacturing facilities.

We have leases with both lease components and non-lease components, such as common area maintenance, utilities, or other repairs and maintenance.

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The rate implicit in the lease is generally unknown, as we generally operate in the capacity of the lessee.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Our Consolidated Balance Sheets include the following related to leases:

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Total lease liabilities $ 70.2 $ 63.3

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

The components of lease cost were as follows:

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Present value of lease liabilities reported $ 70.2

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 10 – Income Taxes

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Our income before taxes is as follows:

(in millions) For year ended December 31, 2024 2023 2022

(in millions) December 31, 2025 2024 2023

operations $ 91.5 $ 78.2 $ 97.4

operations 89.5 148.2 142.4

Total $ 226.4 $ 239.8 $ 248.3

Total income before tax $ 181.0 $ 226.4 $ 239.8

Our provision (benefit) for income taxes consists of:

(in millions) For the year ended December 31, 2024 2023 2022

federal tax $ 29.2 $ 31.3 $ 52.2

state and local tax ( 0.1 ) 1.7 6.0

tax 28.1 20.6 13.6

Total current 57.2 53.6 71.8

federal tax ( 13.4 ) ( 2.8 ) ( 13.8 )

state and local tax 1.3 ( 0.4 ) ( 2.3 )

tax ( 2.8 ) 1.1 ( 12.3 )

Total deferred ( 14.9 ) ( 2.1 ) ( 28.4 )

(in millions) December 31, 2025 2024 2023

federal $ 27.8 $ 29.2 $ 31.3

state and local 3.7 ( 0.1 ) 1.7

18.9 28.1 20.6

Total current tax 50.4 57.2 53.6

Deferred Tax:

federal ( 9.2 ) ( 13.4 ) ( 2.8 )

state and local ( 0.9 ) 1.3 ( 0.4 )

( 4.4 ) ( 2.8 ) 1.1

Total deferred tax ( 14.5 ) ( 14.9 ) ( 2.1 )

Total provision for income taxes (a)

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federal tax rate to our effective tax rate is as follows:

For the year ended December 31, 2024 2023 2022

(in millions, except %) December 31, 2025

In USD Percent of Pre-tax Income

Federal Statutory Tax Rate $ 38.0 21.0 %

State and Local Income Taxes, Net of Federal Income Tax Effect (a) 3.3 1.8 %

Foreign Tax Effects

Change in Valuation Allowances 3.1 1.7 %

Other ( 0.4 ) ( 0.2 ) %

Statutory tax rate difference between Malta and United States ( 2.8 ) ( 1.5 ) %

Notional Interest Deduction ( 4.5 ) ( 2.5 ) %

Other 0.6 0.3 %

United Kingdom ( 2.3 ) ( 1.2 ) %

Other foreign jurisdictions 2.4 1.3 %

Effects of Changes in Tax Laws or Rates Enacted in the Current Period — — %

Effects of Cross-Border Tax Laws

Global intangible low-taxed income, net of FTC 1.5 0.8 %

Foreign-derived intangible income ( 3.8 ) ( 2.1 ) %

Subpart F income, net of FTC 4.2 2.3 %

tax on foreign branches, net of FTC ( 4.1 ) ( 2.3 ) %

Research and development tax credits ( 1.6 ) ( 0.9 ) %

Change in Valuation Allowances 1.7 0.9 %

Nontaxable or Nondeductible Items 3.7 2.0 %

Changes in Unrecognized Tax Benefits ( 2.5 ) ( 1.4 ) %

Other Adjustments ( 0.6 ) ( 0.2 ) %

Effective tax rate $ 35.9 19.8 %

(a) As of December 31, 2025, state taxes in Illinois, Massachusetts, Maryland, Texas and Utah made up the majority (greater than 50 percent) of the tax effect in this category.

December 31, 2024 2023

Statutory U.S.

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Effective tax rate 18.7 % 21.5 %

The Organization for Economic Co-operation and Development (“OECD”) has proposed a global minimum tax of 15% of reported profits (“Pillar 2”) that has been agreed upon by over 140 member jurisdictions including the United States.

On July 4, 2025, the U.S.

government enacted The One Big Beautiful Bill Act of 2025 which includes various changes to the U.S.

corporate income tax system including, but not limited to, the immediate expensing of qualifying research and development expenses and the permanent extension of certain provisions initially enacted within the Tax Cuts and Jobs Act.

Based on the Company’s evaluation of the provisions, these tax law changes did not have a material impact on the Company’s financial statements.

The Organization for Economic Co-operation and Development (“OECD”) has proposed a global minimum tax of 15% of reported profits (“Pillar 2 tax ”) that has been agreed upon by over 140 member jurisdictions including the United States.

Pillar 2 addresses the risks associated with profit shifting to entities in low tax jurisdictions.

The impact of the adoption of Pillar 2 in 2024 was approximately $2.8 million.

The Pillar 2 tax liability for the Company in 2025 was approximately $ 1.3 million.

On January 5, 2026, the US Treasury Department and OECD have agreed in principle to adopt a side-by-side tax system that will exempt US parented companies from Pillar 2 taxes starting in 2026.

As of December 31, 2025, we have made the following determinations regarding our non-U.S.

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withholding taxes due upon repatriation of this $ 679.6 million of earnings is not practicable because the amount of such taxes depends upon circumstances existing in numerous taxing jurisdictions at the time the remittance occurs.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Tax Related to Comprehensive Income

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Tax loss and credit carryforwards $ 53.3 $ 46.1

Interest Deduction carryforward 1.5 —

Inventories 5.6 7.6

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As of December 31, 2025, and 2024, we determined that it was more likely than not that $ 51.3 million and $ 43.6 million, respectively, of our deferred tax assets related to tax loss and credit carryforwards will not be realized.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Unrecognized Tax Benefits

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As of December 31, 2025, and 2024, we had accrued $ 1.1 million and $ 1.3 million, respectively, of interest and penalties related to unrecognized tax benefits on our Consolidated Balance Sheets.

During the next twelve months, it is reasonably possible that our unrecognized tax benefits could change by $ 3.7 million due to settlements of income tax examinations, the expiration of statutes of limitations or other resolution of uncertainties.

However, if the ultimate resolution of income tax examinations results in amounts that differ from this estimate, we will record additional income tax expense or benefit in the period in which such matters are effectively settled.

Income Taxes Paid

(in millions) December 31, 2025

A breakdown of income taxes paid (net of refunds) is as follows:

Federal $ 26.2

Total income taxes paid, net $ 50.9

Income taxes paid (net of refunds) exceeded 5 percent of total income taxes paid (net of refunds) in the following jurisdictions:

Federal $ 26.2

United Kingdom $ 4.2

Income Tax Examinations

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Currently, we and our subsidiaries are under examination in various jurisdictions.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 11 – Accrued Liabilities

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Warranty 10.9 6.2

Share deposit liabilities 1

Other 79.7 63.0

Total $ 273.0 $ 211.2

We accrue warranty liabilities when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

Warranty provision is included in "Cost of sales" in our Consolidated and Combined Statements of Operations.

1 Share deposit liabilities represent ordinary shares that the Company is obligated to issue related to the acquisition of Antares Vision.

See Note 3, “Acquisitions” for further details.

Note 12 – Other Liabilities

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Accrued taxes 6.6 9.4

Share deposit liabilities 1

Stock-based compensation liabilities 1

Other 3.4 4.6

Total $ 116.0 $ 80.2

1 Share deposit liabilities represent Class B shares that the Company is obligated to issue related to the acquisition of Antares Vision.

The Class B shares that have been granted are accounted for as stock‑based compensation under ASC Topic 718 “Compensation - Stock Compensation” (“ASC 718”).

See Note 3, “Acquisitions” for further details.

Note 13 - Commitments and Contingencies

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We believe that as of December 31, 2025, there was no reasonable possibility that a material loss, or any additional material losses, may have been incurred for such matters, and that adequate provision has been made in our Consolidated and Combined Financial Statements for the potential impact of all such matters.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 14 – Financing

1 unchanged sentence

(in millions) December 31, 2025 2024

Term Facility $ — $ 4.6

Term Loan A $ 9.1 $ —

Revolving Facility 126.0 210.0

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$ 135.1 $ 210.0

Term Facility $ — $ 98.5

Term Loan A $ 351.4 $ —

Term Loan B 120.7 —

6.55 % notes due November 2036

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(a ) Debt discounts and debt issuance costs totaled $ 30.7 million and $ 9.4 million as of December 31, 2025, and 2024, respectively, and have been netted against the aggregate principal amounts of the related debt in the components of the debt table above, where applicable.

Credit Faciliti es - We are party to a senior secured credit agreement (the “Credit Agreement”) entered into on March 17, 2023, which provides for a $ 500 million, five-year revolving credit facility (the “Revolving Facility”), funding under which became available in connection with the Separation.

On December 9, 2024, we entered into an amendment to the Credit Agreement which increased the Revolving Facility by $ 200 million to an aggregate $ 700 million and provided a delayed draw term loan of 300 million British pounds to be used as part of the funding for the De La Rue Authentication Solutions acquisition.

The delayed draw term loan is subject to customary closing conditions including the closing of the De La Rue Authentication Solutions acquisition.

On March 17, 2023, we also entered into a $ 350 million, 3-year term loan facility (the “Term Facility”), funding under which became available in connection with the Separation.

On December 9, 2024, proceeds from the Revolving Facility were used to repay the outstanding Term Facility.

During the year ended December 31, 2024, we drew down $ 448.5 million and repaid $ 238.5 million on the Revolving Facility, for total net proceeds of $210 million primarily to fund the OpSec acquisition.

The Revolving Facility allows us to borrow, repay and re-borrow funds from time to time prior to the maturity of the Revolving Facility without any penalty or premium, subject to customary borrowing conditions for facilities of this type and the reimbursement of breakage costs.

Borrowings under the Term Facility were prepayable without premium or penalty, subject to customary reimbursement of breakage costs.

Interest on loans advanced under the Credit Agreement accrues, at our option, at a rate per annum equal to (1) adjusted term Secured Overnight Financing Rate (SOFR) plus a credit spread adjustment of 0.10 % for the applicable interest period plus a margin ranging from 1.50 % to 2.25 % or (2) a base rate plus a margin ranging from 0.50 % to 1.25 %, in each case, with such margin as determined by the lower of corporate family credit ratings issued by Moody’s and S&P (the “Ratings”) and our total net leverage ratio.

Credit Faciliti es - On March 17, 2023, we became party to a senior secured credit agreement (the “Credit Agreement”) which originally provided for a $ 500 million, five-year revolving credit facility (the “Revolving Facility”) and we entered into a $ 350 million, three -year term loan facility (the “Term Facility”).

Funding for both facilities became available in connection with the Separation.

On the same day, proceeds from the Revolving Facility were used to repay the outstanding Term Facility.

On December 15, 2025, in connection with the closing of the first phase of the Antares Vision acquisition, we amended our Credit Agreement (the “Fifth Amendment”) to provide for a new € 430 million senior secured delayed draw term loan facility (the “Term Loan B”) with a maturity date of December 15, 2032.

In addition, the Fifth Amendment provides for maturity extensions on our existing Term Loan A and Revolving Facility to December 15, 2030 and increased the Revolving Facility to $ 800.0 million.

During the year ended December 31, 2025, we borrowed:

• $ 406.5 million and repaid $ 490.5 million on the Revolving Facility to fund working capital requirements.

• £ 300.0 million, or $ 400.4 million, on the Term Loan A to fund the DLR acquisition and repaid $ 40.9 million.

• € 112.1 million, or $ 131.6 million, on the Term Loan B to fund the Antares Vision acquisition.

The Revolving Facility allows us to borrow, repay and re-borrow funds from time to time prior to the maturity of the Revolving Facility without any premium or penalty, subject to customary borrowing conditions for facilities of this type and the reimbursement of breakage costs.

Borrowings under the Term Loan A are prepayable without premium or penalty, subject to customary breakage costs.

Borrowings under the Term Loan B are prepayable (i) prior to June 15, 2026, subject to certain customary exceptions, subject to a 1.00 % premium if such prepayment is made in connection with a repricing transaction and (ii) on and after June 15, 2026, without premium or penalty, and, in each case, subject to customary reimbursement of breakage costs.

Under the Credit Agreement, variable interest rates apply with respect to (i) the Term Loan B, for which the interest rate is determined as an adjusted term Euro Interbank Offered Rate (“EURIBOR”) for the applicable interest period plus a margin ranging from 2.25 % to 2.75 %, with such margin determined based on our first lien net leverage ratio, (ii) with respect to the Term Loan A, for which the interest rate is determined as, at our election, either (a) a Sterling Overnight Index Average (“SONIA”) for the applicable interest period plus a margin ranging from 1.50 % to 2.25 % or (2) a base rate plus a margin ranging from 0.50 % to 1.25 %, in each case, with such margin as determined by the lower of ratings issued by Moody’s and S&P of senior, unsecured, long-term indebtedness (the “Ratings”) and our total net leverage ratio and (iii) with respect to the Revolving Facility, for which the interest rate is determined as, at our election, either (a) subject to the elected currency, an adjusted Secured Overnight Financing Rate (“SOFR”), EURIBOR or SONIA for the applicable interest period plus a margin ranging from 1.50 % to 2.25 % or (b) a base rate plus a margin ranging from 0.50 % to 1.25 %, in each case, with such margin determined based on the lower of the Ratings and our total net leverage ratio, and (iii) with respect to the Revolving Facility, for which the interest rate is determined as, at our election, either (a) subject to the elected currency, an adjusted Secured Overnight Financing Rate (“SOFR”), EURIBOR or SONIA for the applicable interest period plus a margin ranging from 1.50 % to 2.25 % or (b) a base rate plus a margin ranging from 0.50 % to 1.25 %, in each case, with such margin determined based on the lower of the Ratings and our total net leverage ratio.

We are required to pay a fee on undrawn commitments under the Revolving Facility at a rate per annum that ranges from 0.20 % to 0.35 %, based on the lower of the Ratings and our total net leverage ratio.

The Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type, including limitations on our and our subsidiaries with respect to indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of all or substantially all assets, transactions with affiliates, investments, hedging arrangements and amendments to our organizational documents or to certain subordinated debt agreements.

As of the last day of each fiscal quarter, our total net leverage ratio cannot exceed 3.50 to 1.00 (provided that, at our election, such maximum ratio may be increased to 4.00 to 1.00 for specified periods following our consummation of certain material acquisitions) and our minimum interest coverage ratio must be at least 3.00 to 1.00.

As of the last day of each fiscal quarter, our total net leverage ratio cannot exceed (i) prior to the completion of the Antares Vision acquisition, 3.50 to 1.00 (provided that, at our election, such maximum ratio may be increased to 4.00 to 1.00 for specified periods following our consummation of certain material acquisitions) and (ii) after the completion of the Antares Vision acquisition, for the (1) fiscal quarter in which the Antares Vision acquisition is completed, 5.50 to 1.00, (2) for the first fiscal quarter thereafter, 5.25 to 1.00, (3) for the second fiscal quarter thereafter, 5.00 to 1.00, (4) for the third fiscal quarter thereafter, 4.75 to 1.00, (5) for the fourth fiscal quarter thereafter, 4.50 to 1.00 and (6) for any subsequent fiscal quarter, 4.25 to 1.00 (provided that, at our election, for any period in which the completion of the Antares Vision acquisition occurs or any subsequent period, such maximum ratio may be increased by 0.75 to 1.00, but not in excess of 5.50 to 1.00, for specified periods following our consummation of certain material acquisitions).

Prior to the completion of the Antares Vision acquisition, as of the last day of each fiscal quarter, our minimum interest coverage ratio must be at least 3.00 to 1.00.

The Credit Agreement also includes customary events of default, including failure to pay principal, interest or fees when due, failure to comply with covenants, any representation or warranty made by us or any of our material subsidiaries being false in any material respect, default under certain other material indebtedness, certain insolvency or receivership events affecting us and our material subsidiaries, certain ERISA events, material judgments and a change in control, in each case, subject to cure periods and thresholds where customary.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Bridge Facility - In connection with the Antares Vision acquisition (see note 3 “Acquisition”), on September 15, 2025, the Company entered into a commitment for a senior secured 364-day Bridge Facility (“Bridge Facility”) of $ 602 million and a backstop facility (the “Backstop Facility”) of $ 831 million.

The Backstop Facility was in place until October 7, 2025 when the amendment to the Credit Agreement was ratified.

The Bridge Facility was automatically terminated upon securing the Term Loan B, described above.

6.55 % notes due November 2036 - In November 2006, we issued 30-year notes having an aggregate principal amount of $ 200 million.

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Total indebtedness to capitalization 47.7 %

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

Note 15 – Fair Value Measurements

The following tables provide information regarding the Company’s assets and liabilities measured at fair value as of December 31, 2024, and December 31, 2023.

December 31, 2024 (in millions) Location on Consolidated Balance Sheets Active Markets for Identical Assets and Liabilities

The following tables provide information regarding the Company’s assets and liabilities measured at fair value as of December 31, 2025, and 2024.

December 31, 2025 (in millions)

Location on Consolidated Balance Sheets Active Markets for Identical Assets and Liabilities

Level 1 Other

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Foreign exchange contract not designated as hedging instrument 1

Accounts Receivable $ — $ 0.1 $ — $ 0.1

Foreign exchange contract not designated as hedging instrument 1

Accrued Liabilities $ — $ — $ — $ —

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1 Notional value of $ 11.7 million

December 31, 2023 (in millions) Location on Consolidated Balance Sheets Active Markets for Identical Assets and Liabilities

December 31, 2024 (in millions)

Location on Consolidated Balance Sheets Active Markets for Identical Assets and Liabilities

Level 1 Other

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Level 3 Total

Foreign exchange contract not designated as hedging instrument Accounts Receivable $ — $ 0.1 $ — $ 0.1

Foreign exchange contract not designated as hedging instrument 1

Accrued Liabilities $ — $ 3.1 $ — $ 3.1

Long-term debt Long-term debt $ — $ 430.1 $ — $ 430.1

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Other Liabilities $ 1.6 $ — $ — $ 1.6

Contingent Liability Other Liabilities $ — $ — $ 1.5 $ 1.5

1 Notional value of $ 65.0 million

Note 16 – Restructuring

2025 Restructuring - In 2025, we initiated restructuring actions as follows:

• We recorded $ 12.1 million of restructuring expense in the SAT segment, predominantly related to severance charges, associated with the integration of the DLR and OpSec businesses.

Certain remaining actions, including completion of facility‑related exit activities are expected to continue into 2026.

Total program costs are expected to be in the range of $15 million to $17 million.

• We recorded $ 4.7 million of restructuring expense in the CPI segment, predominantly related to severance charges.

We continue to evaluate and align CPI’s cost structure with existing economic conditions which could result in additional actions in 2026.

2024 Restructuring - In the first and fourth quarters of 2024, in response to challenging industry conditions, we initiated workforce reductions in CPI, incurring $ 10.1 million of cumulative severance charges, net through December 31, 2025.

We do not expect to incur significant additional costs to complete these actions.

We expect to substantially complete the restructuring program in 2025.

2022 Restructuring - In the fourth quarter of 2022, in response to economic uncertainty, we initiated workforce reductions in CPI, incurring $ 0.5 million and $ 6.2 million of severance charges and other costs for the years ended December 31, 2023, and 2022, respectively.

We do no t expect to incur additional costs to complete these actions.

The program was substantially completed in 2024.

NOTES TO CONSOLIDATED AND COMBINED FINANCIAL STATEMENTS

We have substantially completed the restructuring program in 2025.

2022 Restructuring - In the fourth quarter of 2022, in response to economic uncertainty, we initiated workforce reductions in CPI, incurring $ 0.5 million of severance charges and other costs for the year ended December 31, 2023.

The program was completed in 2025.

Restructuring Charges

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Crane Payment Innovations $ 4.7 $ 10.1 $ 0.5

Security and Authentication Technologies 12.1 — —

Total restructuring charges $ 16.8 $ 10.1 $ 0.5

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Crane Payment Innovations $ 4.4 $ 0.3 $ 4.7 $ — $ — $ — $ — $ — $ —

Security and Authentication Technologies 10.4 1.7 12.1 — — — — — —

2025 Restructuring 14.8 2.0 16.8 — — — — — —

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2024 Restructuring — — — 10.1 — 10.1 — — —

Crane Payment Innovations $ — $ — $ — $ — $ — $ — $ 0.1 $ 0.4 $ 0.5

2022 Restructuring — — — — — — 0.1 0.4 0.5

Total $ 14.8 $ 2.0 $ 16.8 $ 10.1 $ — $ 10.1 $ 0.1 $ 0.4 $ 0.5

3 unchanged sentences

Crane Payment Innovations $ 4.4 $ 0.3 $ 4.7

Security and Authentication Technologies 10.4 1.7 12.1

2025 Restructuring $ 14.8 $ 2.0 $ 16.8

1 unchanged sentence

2024 Restructuring $ 10.1 $ — $ 10.1

Crane Payment Innovations $ 5.8 $ 0.9 $ 6.7

2022 Restructuring $ 5.8 $ 0.9 $ 6.7

Restructuring Liability

The following table summarizes the accrual balances related to these restructuring charges by program:

(in millions) 2024 Restructuring 2022 Restructuring Total

(in millions) 2025 Restructuring 2024 Restructuring 2022 Restructuring Total

Balance as of December 31, 2023 (a)

$ — $ — $ 0.6 $ 0.6

— 10.1 — 10.1

Utilization — ( 2.9 ) ( 0.4 ) ( 3.3 )

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$ — $ 7.2 $ 0.2 $ 7.4

14.8 — — 14.8

Utilization ( 7.6 ) ( 6.4 ) ( 0.2 ) ( 14.2 )

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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