EMCOR Group, Inc. 10-Q

ITEM 1. FINANCIAL STATEMENTS. EMCOR Group, Inc. and Subsidiaries CONSOLIDATED BALANCE SHEETS (In thousands, except share and per share data) (Unaudited) March 31, 2025 December 31, 2024 ASSETS Current assets: Cash and cash equivalents $ 576,702 $ 1,339,550 Accounts receivable, less allowance for credit losses of $ 25,001 and $ 34,957 , respectively 3,808,216 3,577,537 Contract assets 329,343 284,791 Inventories 94,132 95,667 Prepaid expenses and other 102,591 91,644 Total current assets 4,910,984 5,389,189 Property, plant, and equipment, net 228,982 207,489 Operating lease right-of-use assets 358,703 316,128 Goodwill 1,336,557 1,018,415 Identifiable intangible assets, net 1,096,817 648,180 Other assets 146,829 137,072 Total assets $ 8,078,872 $ 7,716,473 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 1,041,245 $ 937,087 Contract liabilities 2,062,425 2,047,540 Accrued payroll and benefits 600,561 751,434 Other accrued expenses and liabilities 430,321 336,555 Operating lease liabilities, current 87,710 81,247 Total current liabilities 4,222,262 4,153,863 Borrowings under revolving credit facility 250,000 — Operating lease liabilities, long-term 297,856 261,575 Other long-term obligations 356,826 362,341 Total liabilities 5,126,944 4,777,779 Equity: EMCOR Group, Inc. stockholders’ equity: Preferred stock, $ 0.10 par value, 1,000,000 shares authorized, zero issued and outstanding — — Common stock, $ 0.01 par value, 200,000,000 shares authorized, 61,238,363 and 61,186,088 shares issued, respectively 612 612 Capital surplus 93,424 97,475 Accumulated other comprehensive loss ( 79,708 ) ( 85,527 ) Retained earnings 5,007,257 4,778,061 Treasury stock, at cost 15,907,692 and 15,375,963 shares, respectively ( 2,071,628 ) ( 1,852,964 ) Total EMCOR Group, Inc. stockholders’ equity 2,949,957 2,937,657 Noncontrolling interests 1,971 1,037 Total equity 2,951,928 2,938,694 Total liabilities and equity $ 8,078,872 $ 7,716,473 See Notes to Consolidated Financial Statements. 1 Table of Contents EMCOR Group, Inc. and Subsidiaries CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data)(Unaudited) Three months ended March 31, 2025 2024 Revenues $ 3,867,372 $ 3,432,276 Cost of sales 3,144,654 2,842,967 Gross profit 722,718 589,309 Selling, general and administrative expenses 403,962 329,356 Operating income 318,756 259,953 Net periodic pension income 54 222 Interest income, net 5,387 7,541 Income before income taxes 324,197 267,716 Income tax provision 83,520 70,567 Net income $ 240,677 $ 197,149 Basic earnings per common share $ 5.27 $ 4.18 Diluted earnings per common share $ 5.26 $ 4.17 Dividends declared per common share $ 0.25 $ 0.18 See Notes to Consolidated Financial Statements. 2 Table of Contents EMCOR Group, Inc. and Subsidiaries CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands)(Unaudited) Three months ended March 31, 2025 2024 Net income $ 240,677 $ 197,149 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments 5,342 ( 1,216 ) Post-retirement plans, amortization of actuarial loss included in net income (1) 477 484 Other comprehensive income (loss) 5,819 ( 732 ) Comprehensive income $ 246,496 $ 196,417 _________ (1) Net of tax of $ 0.2 million for each of the three months ended March 31, 2025 and 2024. See Notes to Consolidated Financial Statements. 3 Table of Contents EMCOR Group, Inc. and Subsidiaries CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)(Unaudited) Three months ended March 31, 2025 2024 Cash flows - operating activities: Net income $ 240,677 $ 197,149 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 15,582 13,337 Amortization of identifiable intangible assets 26,363 16,251 Provision for credit losses 4,718 9,898 Non-cash share-based compensation expense 9,270 6,527 Other reconciling items ( 1,517 ) ( 2,829 ) Changes in operating assets and liabilities, excluding the effect of businesses acquired ( 186,622 ) ( 108,069 ) Net cash provided by operating activities 108,471 132,264 Cash flows - investing activities: Payments for acquisitions of businesses, net of cash acquired ( 850,644 ) ( 100 ) Proceeds from sale or disposal of property, plant, and equipment 1,334 939 Purchases of property, plant, and equipment ( 26,131 ) ( 20,278 ) Net cash used in investing activities ( 875,441 ) ( 19,439 ) Cash flows - financing activities: Proceeds from revolving credit facility 250,000 — Repayments of finance lease liabilities ( 775 ) ( 773 ) Dividends paid to stockholders ( 11,451 ) ( 8,470 ) Repurchases of common stock ( 224,832 ) ( 39,000 ) Taxes paid related to net share settlements of equity awards ( 13,351 ) ( 11,648 ) Issuances of common stock under employee stock purchase plan — 943 Payments for contingent consideration arrangements ( 420 ) — Net cash used in financing activities ( 829 ) ( 58,948 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash 4,869 ( 1,140 ) (Decrease) increase in cash, cash equivalents, and restricted cash ( 762,930 ) 52,737 Cash, cash equivalents, and restricted cash at beginning of year (1) 1,340,395 789,750 Cash, cash equivalents, and restricted cash at end of period (2) $ 577,465 $ 842,487 _________ (1) Includes $ 0.8 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheet as of December 31, 2024. (2) Includes $ 0.8 million and $ 1.5 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheet as of March 31, 2025 and 2024, respectively. See Notes to Consolidated Financial Statements. 4 Table of Contents EMCOR Group, Inc. and Subsidiaries CONDENSED CONSOLIDATED STATEMENTS OF EQUITY For the three months ended March 31, 2024 and 2025 (In thousands)(Unaudited) EMCOR Group, Inc. Stockholders Total Common stock Capital surplus Accumulated other comprehensive loss (1) Retained earnings Treasury stock Noncontrolling interests Balance, December 31, 2023 $ 2,470,815 $ 611 $ 91,813 $ ( 85,704 ) $ 3,814,439 $ ( 1,351,381 ) $ 1,037 Net income 197,149 — — — 197,149 — — Other comprehensive loss ( 732 ) — — ( 732 ) — — — Common stock issued under share-based compensation plans — 1 ( 1 ) — — — — Tax withholding for common stock issued under share-based compensation plans ( 11,648 ) — ( 11,648 ) — — — — Common stock issued under employee stock purchase plan 943 — 943 — — — — Common stock dividends ( 8,470 ) — 39 — ( 8,509 ) — — Repurchases of common stock ( 39,202 ) — — — — ( 39,202 ) — Share-based compensation expense 6,527 — 6,527 — — — — Balance, March 31, 2024 $ 2,615,382 $ 612 $ 87,673 $ ( 86,436 ) $ 4,003,079 $ ( 1,390,583 ) $ 1,037 Balance, December 31, 2024 $ 2,938,694 $ 612 $ 97,475 $ ( 85,527 ) $ 4,778,061 $ ( 1,852,964 ) $ 1,037 Net income 240,677 — — — 240,677 — — Other comprehensive income 5,819 — — 5,819 — — — Tax withholding for common stock issued under share-based compensation plans ( 13,351 ) — ( 13,351 ) — — — — Common stock dividends ( 11,451 ) — 30 — ( 11,481 ) — — Repurchases of common stock ( 218,664 ) — — — — ( 218,664 ) — Acquisition of noncontrolling interests 934 — — — — — 934 Share-based compensation expense 9,270 — 9,270 — — — — Balance, March 31, 2025 $ 2,951,928 $ 612 $ 93,424 $ ( 79,708 ) $ 5,007,257 $ ( 2,071,628 ) $ 1,971 _________ (1) Represents cumulative foreign currency translation adjustments and post-retirement liability adjustments. See Notes to Consolidated Financial Statements. 5 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 1 - Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Consequently, certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted. References to the “Company,” “EMCOR,” “we,” “us,” “our,” and similar words refer to EMCOR Group, Inc. and its consolidated subsidiaries unless the context indicates otherwise. Readers of this report should refer to the consolidated financial statements and the notes thereto included in our latest Annual Report on Form 10-K filed with the Securities and Exchange Commission. In our opinion, the accompanying unaudited consolidated financial statements contain all adjustments (consisting only of those of a normal recurring nature) necessary to present fairly our financial position and the results of our operations. The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results to be expected for the year ending December 31, 2025. NOTE 2 - New Accounting Pronouncements In December 2023, the Financial Accounting Standards Board (the “FASB”) issued an Accounting Standards Update (“ASU”) intended to enhance the transparency and decision-usefulness of income tax disclosures. Such guidance requires entities to provide additional information within their income tax rate reconciliation, including further disclosure of federal, state, and foreign income taxes and to provide more details about these reconciling items if a quantitative threshold is met. This guidance additionally requires expanded disclosure of income taxes paid, including amounts paid for federal, state, and foreign taxes. This ASU, which is required to be applied prospectively, is effective for fiscal years beginning after December 15, 2024, although early adoption and retrospective application is permitted. While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact on our income tax disclosures, including the processes and controls around the collection of this information. In November 2024, the FASB issued an ASU, which requires disaggregated disclosures, in the notes to the financial statements, about certain income statement expense line items on an interim and annual basis. This guidance requires entities to provide more detailed information about purchases of inventory, employee compensation, depreciation expense, intangible asset amortization, and selling expenses. Such guidance, which is required to be applied prospectively, is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, although early adoption and retrospective application is permitted. While the adoption of this ASU will not have an impact on our financial position and/or results of operations, we are currently evaluating the impact on our financial statement disclosures, including the processes and controls around the collection of this information. NOTE 3 - Revenue from Contracts with Customers The Company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services by applying the following five step model: (1) Identify the contract with a customer A contract with a customer exists when: (a) the parties have approved the contract and are committed to perform their respective obligations, (b) the rights of the parties can be identified, (c) payment terms can be identified, (d) the arrangement has commercial substance, and (e) collectability of consideration is probable. Judgment is required when determining if the contractual criteria are met, specifically in the earlier stages of a project when a formally executed contract may not yet exist. In these situations, the Company evaluates all relevant facts and circumstances, including the existence of other forms of documentation or historical experience with our customers that may indicate a contractual agreement is in place and revenue should be recognized. In determining if the collectability of consideration is probable, the Company considers the customer’s ability and intention to pay such consideration through an evaluation of several factors, including an assessment of the creditworthiness of the customer and our prior collection history with such customer. 6 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) (2) Identify the performance obligations in the contract At contract inception, the Company assesses the goods or services promised in a contract and identifies, as a separate performance obligation, each distinct promise to transfer goods or services to the customer. The identified performance obligations represent the “unit of account” for purposes of determining revenue recognition. In order to properly identify separate performance obligations, the Company applies judgment in determining whether each good or service provided is: (a) capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and (b) distinct within the context of the contract, whereby the transfer of the good or service to the customer is separately identifiable from other promises in the contract. In addition, when assessing performance obligations within a contract, the Company considers the warranty provisions included within such contract. To the extent the warranty terms provide the customer with an additional service, other than assurance that the promised good or service complies with agreed upon specifications, such warranty is accounted for as a separate performance obligation. In determining whether a warranty provides an additional service, the Company considers each warranty provision in comparison to warranty terms which are standard in the industry. Our contracts are often modified through change orders to account for changes in the scope and price of the goods or services we are providing. Although the Company evaluates each change order to determine whether such modification creates a separate performance obligation, the majority of our change orders are for goods or services that are not distinct within the context of our original contract and, therefore, are not treated as separate performance obligations. (3) Determine the transaction price The transaction price represents the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to our customers. The consideration promised within a contract may include fixed amounts, variable amounts, or both. To the extent the performance obligation includes variable consideration, including contract bonuses and penalties that can either increase or decrease the transaction price, the Company estimates the amount of variable consideration to be included in the transaction price utilizing one of two prescribed methods, depending on which method better predicts the amount of consideration to which the entity will be entitled. Such methods include: (a) the expected value method, whereby the amount of variable consideration to be recognized represents the sum of probability-weighted amounts in a range of possible consideration amounts, and (b) the most likely amount method, whereby the amount of variable consideration to be recognized represents the single most likely amount in a range of possible consideration amounts. When applying these methods, the Company considers all information that is reasonably available, including historical, current, and estimates of future performance. The expected value method is typically utilized in situations where a contract contains a large number of possible outcomes while the most likely amount method is typically utilized in situations where a contract has only two possible outcomes. Variable consideration is included in the transaction price only to the extent it is probable, in the Company’s judgment, that a significant future reversal in the amount of cumulative revenue recognized under the contract will not occur when the uncertainty associated with the variable consideration is subsequently resolved. This threshold is referred to as the variable consideration constraint. In assessing whether to apply the variable consideration constraint, the Company considers if factors exist that could increase the likelihood or the magnitude of a potential reversal of revenue, including, but not limited to, whether: (a) the amount of consideration is highly susceptible to factors outside of the Company’s influence, such as the actions of third parties, (b) the uncertainty surrounding the amount of consideration is not expected to be resolved for a long period of time, (c) the Company’s experience with similar types of contracts is limited or that experience has limited predictive value, (d) the Company has a practice of either offering a broad range of price concessions or changing the payment terms and conditions of similar contracts in similar circumstances, and (e) the contract has a large number and broad range of possible consideration amounts. Pending change orders represent one of the most common forms of variable consideration included within contract value and typically represent contract modifications for which a change in scope has been authorized or acknowledged by our customer but the final adjustment to contract price is yet to be negotiated. In estimating the transaction price for pending change orders, the Company considers all relevant facts, including documented correspondence with the customer regarding acknowledgment of and/or agreement with the modification, as well as historical experience with the customer or similar contractual circumstances. Based upon this assessment, the Company estimates the transaction price, including whether the variable consideration constraint should be applied. 7 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) Contract claims are another form of variable consideration which is common within our industry. Claim amounts represent revenue that has been recognized for contract modifications that are not submitted or are in dispute as to both scope and price. In estimating the transaction price for claims, the Company considers all relevant facts available. However, given the uncertainty surrounding claims, including the potential long-term nature of dispute resolution and the broad range of possible consideration amounts, there is an increased likelihood that any additional contract revenue associated with contract claims is constrained. The resolution of claims involves negotiations and, in certain cases, litigation. In the event litigation costs are incurred by us in connection with claims, such litigation costs are expensed as incurred, although we may seek to recover these costs. For some transactions, the receipt of consideration does not match the timing of the transfer of goods or services to the customer. For such contracts, the Company evaluates whether this timing difference represents a financing arrangement within the contract. Although rare, if a contract is determined to contain a significant financing component, the Company adjusts the promised amount of consideration for the effects of the time value of money when determining the transaction price of such contract. Although our customers may retain a portion of the contract price until completion of the project and final contract settlement, these retainage amounts are not considered a significant financing component as the intent of the withheld amounts is to provide the customer with assurance that we will complete our obligations under the contract rather than to provide financing to the customer. In addition, although we may be entitled to advanced payments from our customers on certain contracts, these advanced payments generally do not represent a significant financing component as the payments are used to meet working capital demands that can be higher in the early stages of a contract, as well as to protect us from our customer failing to meet its obligations under the contract. Changes in the estimates of transaction prices are recognized on a cumulative catch-up basis in the period in which the revisions to the estimates are made. Such changes in estimates can result in the recognition of revenue in a current period for performance obligations which were satisfied or partially satisfied in prior periods. Such changes in estimates may also result in the reversal of previously recognized revenue if the ultimate outcome differs from the Company’s previous estimate. (4) Allocate the transaction price to the performance obligations in the contract For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The Company determines the standalone selling price based on the price at which the performance obligation would have been sold separately in similar circumstances to similar customers. If the standalone selling price is not observable, the Company estimates the standalone selling price taking into account all available information such as market conditions and internal pricing guidelines. In certain circumstances, the standalone selling price is determined using an expected profit margin on anticipated costs related to the performance obligation. (5) Recognize revenue as performance obligations are satisfied The Company recognizes revenue at the time the related performance obligation is satisfied by transferring a promised good or service to its customers. A good or service is considered to be transferred when the customer obtains control. The Company can transfer control of a good or service and satisfy its performance obligations either over time or at a point in time. The Company transfers control of a good or service over time and, therefore, satisfies a performance obligation and recognizes revenue over time if one of the following three criteria are met: (a) the customer simultaneously receives and consumes the benefits provided by the Company’s performance as we perform, (b) the Company’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced, or (c) the Company’s performance does not create an asset with an alternative use to us, and we have an enforceable right to payment for performance completed to date. For our performance obligations satisfied over time, we recognize revenue by measuring the progress toward complete satisfaction of that performance obligation. The selection of the method to measure progress towards completion can be either an input method or an output method and requires judgment based on the nature of the goods or services to be provided. 8 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) For our construction contracts, revenue is generally recognized over time as our performance creates or enhances an asset that the customer controls as it is created or enhanced. Our fixed price construction projects generally use a cost-to-cost input method to measure our progress towards complete satisfaction of the performance obligation as we believe it best depicts the transfer of control to the customer which occurs as we incur costs on our contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. For our unit price construction contracts, progress towards complete satisfaction is measured through an output method, such as the number of units produced or delivered, when our performance does not produce significant amounts of work in process or finished goods prior to complete satisfaction of such performance obligations. For our services contracts, revenue is also generally recognized over time as the customer simultaneously receives and consumes the benefits of our performance as we perform the service. For our fixed price service contracts with specified service periods, revenue is generally recognized on a straight-line basis over such service period when our inputs are expended evenly and the customer receives and consumes the benefits of our performance throughout the contract term. The timing of revenue recognition for the manufacturing of new build heat exchangers within our United States industrial services segment depends on the payment terms of the contract, as our performance does not create an asset with an alternative use to us. For those contracts for which we have a right to payment for performance completed to date at all times throughout our performance, inclusive of a cancellation, we recognize revenue over time. For these performance obligations, we use a cost-to-cost input method to measure our progress towards complete satisfaction of the performance obligation as we believe it best depicts the transfer of control to the customer which occurs as we incur costs on our contracts. However, for those contracts for which we do not have a right, at all times, to payment for performance completed to date, we recognize revenue at the point in time when control is transferred to the customer. For bill-and-hold arrangements, revenue is recognized when the customer obtains control of the heat exchanger, which may be prior to shipping if certain recognition criteria are met. For certain of our revenue streams, such as call-out repair and service work, outage services, refinery turnarounds, and specialty welding services that are performed under time and materials contracts, our progress towards complete satisfaction of such performance obligations is measured using an output method as the customer receives and consumes the benefits of our performance completed to date. Changes in Estimates Due to uncertainties inherent in the estimation process, as well as the significant judgment involved in determining variable consideration, it is possible that estimates of costs to complete a performance obligation, and/or our estimates of transaction prices, will be revised in the near term. For those performance obligations for which revenue is recognized using a cost-to-cost input method, changes in total estimated costs, and related progress towards complete satisfaction of the performance obligation, or changes in the estimate of transaction prices, are recognized on a cumulative catch-up basis in the period in which the revisions to the estimates are made. When the current estimate of total costs for a performance obligation indicates a loss, a provision for the entire estimated loss on the unsatisfied performance obligation is made in the period in which the loss becomes evident. Based on an evaluation of individual projects that were substantially complete in prior periods but had revisions to total estimated costs or anticipated contract value (inclusive of the settlement of previously outstanding change orders and claims) that resulted in an increase to profitability in excess of $ 1.0 million, we recognized revenue during the three months ended March 31, 2025 and 2024, as summarized in the following table (in thousands): For the three months ended March 31, 2025 2024 United States electrical construction and facilities services $ — $ 6,564 United States mechanical construction and facilities services 3,118 2,446 Total impact $ 3,118 $ 9,010 9 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) Based on an evaluation of individual projects that had revisions to total estimated costs or anticipated contract value that resulted in a reduction of profitability in excess of $ 1.0 million, our operating results were negatively impacted during the three months ended March 31, 2025 and 2024, as summarized in the following table (in thousands): For the three months ended March 31, 2025 2024 United States electrical construction and facilities services $ 7,783 $ 5,319 United States mechanical construction and facilities services 7,307 3,653 Total impact $ 15,090 $ 8,972 Disaggregation of Revenues Our revenues are principally derived from contracts to provide construction services relating to electrical and mechanical systems, as well as to provide a number of building services and industrial services to our customers. Our contracts are with many different customers in numerous industries. The following tables provide further disaggregation of our revenues, by categories we use to evaluate our financial performance within each of our reportable segments, for the three months ended March 31, 2025 and 2024 (in thousands, except for percentages). Refer to Note 14 - Segment Information of the notes to consolidated financial statements for additional information on how we disaggregate our revenues by reportable segment. For the three months ended March 31, 2025 % of Total 2024 % of Total United States electrical construction and facilities services: Network and communications market sector $ 516,337 47 % $ 309,540 40 % Commercial market sector 98,558 9 % 93,448 12 % Manufacturing and industrial market sector 98,475 9 % 100,551 13 % Healthcare market sector 107,736 10 % 53,380 7 % High-tech manufacturing market sector 45,010 4 % 35,243 4 % Institutional market sector 51,709 5 % 38,070 5 % Transportation market sector 62,028 6 % 43,624 6 % Water and wastewater market sector 12,759 1 % 4,207 1 % Hospitality and entertainment market sector 23,224 2 % 21,955 3 % Short-duration projects (1) 54,977 5 % 51,059 7 % Service work 19,137 2 % 14,125 2 % 1,089,950 765,202 Less intersegment revenues ( 2,106 ) ( 491 ) Total segment revenues $ 1,087,844 $ 764,711 ________ (1) Represents those projects which generally are completed within three months or less. 10 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) For the three months ended March 31, 2025 % of Total 2024 % of Total United States mechanical construction and facilities services: Network and communications market sector $ 330,361 21 % $ 131,081 9 % Commercial market sector 179,903 12 % 259,770 18 % Manufacturing and industrial market sector 177,901 11 % 187,726 13 % Healthcare market sector 143,563 9 % 117,253 8 % High-tech manufacturing market sector 282,371 18 % 310,930 22 % Institutional market sector 84,856 5 % 98,354 7 % Transportation market sector 14,116 1 % 14,012 1 % Water and wastewater market sector 76,448 5 % 63,434 5 % Hospitality and entertainment market sector 29,205 2 % 12,855 1 % Short-duration projects (1) 108,526 7 % 105,216 7 % Service work 146,371 9 % 128,350 9 % 1,573,621 1,428,981 Less intersegment revenues ( 1,019 ) ( 1,316 ) Total segment revenues $ 1,572,602 $ 1,427,665 ________ (1) Represents those projects which generally are completed within three months or less. For the three months ended March 31, 2025 % of Total 2024 % of Total United States building services: Mechanical services $ 558,486 75 % $ 514,148 66 % Commercial site-based services 143,309 19 % 218,629 28 % Government site-based services 40,828 6 % 48,383 6 % Total segment revenues $ 742,623 $ 781,160 For the three months ended March 31, 2025 % of Total 2024 % of Total United States industrial services: Field services $ 317,667 88 % $ 309,801 88 % Shop services 41,335 12 % 44,252 12 % Total segment revenues $ 359,002 $ 354,053 Total United States operations $ 3,762,071 $ 3,327,589 For the three months ended March 31, 2025 % of Total 2024 % of Total United Kingdom building services: Service work $ 48,031 46 % $ 49,844 48 % Project work 57,270 54 % 54,843 52 % Total segment revenues $ 105,301 $ 104,687 Consolidated revenues $ 3,867,372 $ 3,432,276 11 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) Accounts Receivable and Allowance for Credit Losses Accounts receivable are recognized in the period we deliver goods and services to our customers or when our right to consideration is unconditional. The Company maintains an allowance for credit losses to reduce outstanding receivables to their net realizable value. Judgment is required when determining expected credit losses. Estimates of such losses are recorded when we believe a customer, or group of customers, may not be able to meet their financial obligations due to deterioration in financial condition or credit rating. Factors relevant to our assessment include our prior collection history with our customers, the related aging of past due balances, projections of credit losses based on historical trends in credit quality indicators or past events, and forecasts of future economic conditions. In addition to monitoring delinquent accounts, management reviews the credit quality of its receivables by, among other things, obtaining credit ratings of significant customers, assessing economic and market conditions, and evaluating material changes to a customer’s business, cash flows, and financial condition. At March 31, 2025 and December 31, 2024, our allowance for credit losses was $ 25.0 million and $ 35.0 million, respectively. Allowances for credit losses are based on the best facts available and are reassessed and adjusted on a regular basis as additional information is received. Should anticipated collections fail to materialize, or if future economic conditions compare unfavorably to our forecasts, we could experience an increase in our credit losses. The change in the allowance for credit losses for the three months ended March 31, 2025 was as follows (in thousands): Balance at December 31, 2024 $ 34,957 Provision for credit losses 4,718 Amounts written off against the allowance, net of recoveries ( 14,674 ) Balance at March 31, 2025 $ 25,001 The decrease in our allowance for credit losses was due to the write-off of specific receivables which were previously reserved for within our United States building services segment, partially offset by the provision for credit losses recorded during the three months ended March 31, 2025, which included a $ 4.0 million increase in the allowance for credit losses within our United States industrial services segment. Contract Assets and Contract Liabilities The timing of revenue recognition may differ from the timing of invoicing to customers. Contract assets include unbilled amounts from our construction projects when revenues recognized under the cost-to-cost measure of progress exceed the amounts invoiced to our customers, as the amounts are not yet billable under the terms of our contracts. Such amounts are recoverable from our customers based upon various measures of performance, including achievement of certain milestones, completion of specified units, or completion of a contract. In addition, many of our time and materials arrangements, as well as our contracts to perform turnaround services within the United States industrial services segment, are billed in arrears pursuant to contract terms that are standard within the industry, resulting in contract assets and/or unbilled receivables being recorded as revenue is recognized in advance of billings. Also included in contract assets are amounts we seek or will seek to collect from customers or others for errors or changes in contract specifications or design, contract change orders or modifications in dispute or unapproved as to scope and/or price, or other customer-related causes of unanticipated additional contract costs (claims and unapproved change orders). Our contract assets do not include capitalized costs to obtain and fulfill a contract. Contract assets are generally classified as current within the Consolidated Balance Sheets. Contract liabilities from our construction contracts arise when amounts invoiced to our customers exceed revenues recognized under the cost-to-cost measure of progress. Contract liabilities additionally include advanced payments from our customers on certain contracts. Contract liabilities decrease as we recognize revenue from the satisfaction of the related performance obligation and are recorded as either current or long-term, depending upon when we expect to recognize such revenue. The long-term portion of contract liabilities is included in “Other long-term obligations” in the Consolidated Balance Sheets. 12 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) Net contract liabilities in the accompanying Consolidated Balance Sheets consisted of the following amounts as of March 31, 2025 and December 31, 2024 (in thousands): March 31, 2025 December 31, 2024 Contract assets, current $ 329,343 $ 284,791 Contract assets, non-current — — Contract liabilities, current ( 2,062,425 ) ( 2,047,540 ) Contract liabilities, non-current ( 1,589 ) ( 1,526 ) Net contract liabilities $ ( 1,734,671 ) $ ( 1,764,275 ) Contract assets and contract liabilities increased by approximately $ 22.4 million and $ 91.8 million, respectively, as a result of acquisitions made by us in 2025. Excluding the impact of acquisitions, net contract liabilities decreased by approximately $ 99.0 million during the three months ended March 31, 2025, as we recognized revenue on a number of construction projects for which we were previously billed ahead. There was no significant impairment of contract assets recognized during the periods presented. Transaction Price Allocated to Remaining Unsatisfied Performance Obligations The following table presents the transaction price allocated to remaining unsatisfied performance obligations (“remaining performance obligations”) for each of our reportable segments and their respective percentages of total remaining performance obligations as of March 31, 2025 (in thousands, except for percentages): March 31, 2025 % of Total Remaining performance obligations: United States electrical construction and facilities services $ 4,284,106 36 % United States mechanical construction and facilities services 5,751,004 49 % United States building services 1,289,585 11 % United States industrial services 224,832 2 % Total United States operations 11,549,527 98 % United Kingdom building services 200,526 2 % Total operations $ 11,750,053 100 % Our remaining performance obligations at March 31, 2025 were approximately $ 11.75 billion. Remaining performance obligations increase with awards of new contracts and decrease as we perform work and recognize revenue on existing contracts. We include a project within our remaining performance obligations at such time the project is awarded and agreement on contract terms has been reached. Our remaining performance obligations include amounts related to contracts for which a fixed price contract value is not assigned when a reasonable estimate of the total transaction price can be made. Remaining performance obligations include unrecognized revenues to be realized from uncompleted construction contracts. Although many of our construction contracts are subject to cancellation at the election of our customers, in accordance with industry practice, we do not limit the amount of unrecognized revenue included within remaining performance obligations for these contracts as the risk of cancellation is very low due to the inherent substantial economic penalty that our customers would incur upon cancellation or termination. We believe our reported remaining performance obligations for our construction contracts are firm and contract cancellations have not had a material adverse effect on us. Remaining performance obligations also include unrecognized revenues expected to be realized over the remaining term of service contracts. However, to the extent a service contract includes a cancellation clause which allows for the termination of such contract by either party without a substantive penalty, the remaining contract term, and therefore, the amount of unrecognized revenues included within remaining performance obligations, is limited to the notice period required for the termination. 13 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 3 - Revenue from Contracts with Customers (Continued) Our remaining performance obligations are comprised of: (a) original contract amounts, (b) change orders for which we have received written confirmations from our customers, (c) pending change orders for which we expect to receive confirmations in the ordinary course of business, (d) claim amounts that we have made against customers for which we have determined we have a legal basis under existing contractual arrangements and as to which the variable consideration constraint does not apply, and (e) other forms of variable consideration to the extent that such variable consideration has been included within the transaction price of our contracts. Such claim and other variable consideration amounts were immaterial for all periods presented. Refer to the table below for additional information regarding our remaining performance obligations, including an estimate of when we expect to recognize such remaining performance obligations as revenue (in thousands): Within one year Greater than one year Remaining performance obligations: United States electrical construction and facilities services $ 3,245,724 $ 1,038,382 United States mechanical construction and facilities services 4,493,219 1,257,785 United States building services 1,169,692 119,893 United States industrial services 224,832 — Total United States operations 9,133,467 2,416,060 United Kingdom building services 157,945 42,581 Total operations $ 9,291,412 $ 2,458,641 NOTE 4 - Acquisitions of Businesses Acquisitions are accounted for utilizing the acquisition method of accounting and the prices paid for them are allocated to their respective assets and liabilities based upon the estimated fair value of such assets and liabilities at the dates of their respective acquisition by us. On February 3, 2025, we completed the acquisition of Miller Electric Company (“Miller Electric”), a leading electrical contractor that operates predominantly across the Southeastern United States. Under the terms of the transaction, we acquired 100 % of Miller Electric's capital stock for total cash consideration of approximately $ 868.6 million. This acquisition is expected to complement our existing electrical construction capabilities in high-growth end markets while expanding our geographic presence. The results of operations of Miller Electric have been included within our United States electrical construction and facilities services segment. For the period from February 3, 2025 to March 31, 2025, such acquisition contributed revenues of $ 183.1 million and operating income of $ 12.7 million, net of amortization expense attributable to identifiable intangible assets of $ 7.4 million. During the three months ended March 31, 2025, we incurred $ 9.4 million of transaction related costs in connection with this acquisition. These expenses were included in "Selling, general and administrative expenses" in the accompanying Consolidated Statement of Operations. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Assets: Cash and cash equivalents $ 18,394 Accounts receivable (1) 222,355 Contract assets 23,120 Inventories 329 Prepaid expenses and other 7,284 Property, plant, and equipment 10,462 Operating lease right-of-use assets 30,345 Goodwill 317,354 Identifiable intangible assets 475,000 Other assets 302 Total assets acquired $ 1,104,945 14 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 4 - Acquisitions of Businesses (Continued) Liabilities: Accounts payable $ 68,147 Contract liabilities 104,595 Accrued payroll and benefits 9,838 Other accrued expenses and liabilities 21,524 Operating lease liabilities, current 2,573 Operating lease liabilities, long-term 27,771 Other long-term obligations 991 Total liabilities assumed 235,439 Noncontrolling interests 934 Net assets acquired $ 868,572 _________________________ (1) The fair value of accounts receivable acquired was $ 222.4 million, with the gross contractual amount being $ 224.4 million. We expect $ 2.0 million to be uncollectible. Goodwill is calculated as the excess of the consideration transferred over the fair value of the net assets acquired and represents the future economic benefits expected from this strategic acquisition. We are evaluating the tax deductibility of the goodwill and identifiable intangible assets acquired; however, we currently expect that all such amounts will be deductible. The purchase price allocation is preliminary and subject to change during its measurement period as we finalize asset valuations and certain tax matters, among other items. The finalization of these items may result in changes in the valuation of assets acquired or liabilities assumed. The following table summarizes the preliminary fair values of identifiable intangible assets (in thousands) and their estimated useful lives (in years). Refer to Note 8 - Fair Value Measurements of the notes to consolidated financial statements for additional information on the valuation methodologies utilized to determine fair value. Miller Electric Preliminary Fair Value Estimated Useful Life Customer relationships $ 280,000 16.0 Contract backlog 40,000 1.5 Total intangible assets subject to amortization 320,000 14.2 Trade name 155,000 Indefinite Total identifiable intangible assets $ 475,000 In addition to Miller Electric, during the first quarter of 2 025, we acquired a company for an immaterial amount. This company provides building automation controls and solutions to commercial, institutional, and industrial customers. Its results of operations have been included within our United States mechanical construction and facilities services segment. During calendar year 2024, we acquired seven companies for upfront consideration of $ 231.1 million, inclusive of customary working capital adjustments. These acquisitions are comprised of: (a) an electrical contractor in the Southeast region of the United States, that has been included in our United States electrical construction and facilities services segment, (b) two companies that have been included within our United States mechanical construction and facilities services segment, including: (i) a leading plumbing services provider in the Southeast region of the United States and (ii) a full service provider of mechanical construction and maintenance services in Central Texas, (c) three companies that have been included in our United States building services segment, including: (i) a provider of building automation and controls solutions in the Northeast region of the United States, (ii) a mechanical services company in the Western region of the United States, and (iii) a mechanical services company in the Eastern region of the United States, and (d) an instrumentation and electrical contractor, that has been included in our United States industrial services segment, which provides electrical, automation, digital integration, and fabrication services to various energy sector and process equipment customers. In connection with these acquisitions, we acquired working capital of $ 29.0 million and other net assets of $ 1.1 million, and have preliminarily ascribed $ 61.9 million to goodwill and $ 139.1 million to identifiable intangible assets. 15 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 4 - Acquisitions of Businesses (Continued) We expect that all of the goodwill and identifiable intangible assets acquired in connection with these 2024 acquisitions will be deductible for tax purposes. The purchase price allocations for one of the businesses acquired in 2024 is preliminary and subject to change during its measurement period. Although not expected to be significant, as we finalize such purchase price allocation, adjustments may result in changes to the valuation of assets and liabilities acquired. The purchase price allocations for the other businesses acquired in 2024 have been finalized during their respective measurement periods with an insignificant impact. NOTE 5 - Earnings Per Share Calculation of Basic and Diluted Earnings per Common Share The following table summarizes our calculation of Basic and Diluted Earnings per Common Share (“EPS”) for the three months ended March 31, 2025 and 2024 (in thousands, except share and per share data): For the three months ended March 31, 2025 2024 Numerator: Net income $ 240,677 $ 197,149 Denominator: Weighted average shares outstanding used to compute basic earnings per common share 45,634,877 47,138,185 Effect of dilutive securities—Share-based awards 149,358 178,312 Shares used to compute diluted earnings per common share 45,784,235 47,316,497 Basic earnings per common share $ 5.27 $ 4.18 Diluted earnings per common share $ 5.26 $ 4.17 The number of share-based awards excluded from the computation of diluted EPS for the three months ended March 31, 2025 and 2024 because they would be anti-dilutive were 21,080 and 1,095 , respectively. NOTE 6 - Inventories Inventories in the accompanying Consolidated Balance Sheets consisted of the following amounts as of March 31, 2025 and December 31, 2024 (in thousands): March 31, 2025 December 31, 2024 Raw materials and construction materials $ 84,306 $ 83,935 Work in process 9,826 11,732 Inventories $ 94,132 $ 95,667 NOTE 7 - Debt Debt in the accompanying Consolidated Balance Sheets consisted of the following amounts as of March 31, 2025 and December 31, 2024 (in thousands): March 31, 2025 December 31, 2024 Revolving credit facility $ 250,000 $ — Finance lease liabilities 7,014 6,095 Total debt $ 257,014 $ 6,095 16 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 7 - Debt (Continued) Credit Agreement We have a credit agreement dated December 20, 2023 (the “2023 Credit Agreement”), which provides for a $ 1.3 billion revolving credit facility (the “2023 Revolving Credit Facility”) expiring December 20, 2028 . If additional lenders are identified and/or existing lenders are willing to increase their current commitments, we may increase the 2023 Revolving Credit Facility by an amount equal to the greater of: (a) $ 900 million or (b) the Company’s Adjusted EBITDA (as such term is defined in the 2023 Credit Agreement) for the twelve-month period ending immediately prior to the increase in commitment. We may allocate up to $ 600.0 million of available capacity under the 2023 Revolving Credit Facility to letters of credit for our account or for the account of any of our subsidiaries. As of March 31, 2025, we had $ 250.0 million in direct borrowings outstanding under the 2023 Revolving Credit Facility. There were no direct borrowings outstanding under the 2023 Revolving Credit Facility as of December 31, 2024. Outstanding letters of credit reduce the available capacity under this facility and, as of March 31, 2025 and December 31, 2024, we had $ 71.5 million and $ 71.2 million of letters of credit outstanding, respectively. At the Company’s election, borrowings under the 2023 Revolving Credit Facility bear interest at either: (1) a base rate plus a margin of 0.125 % to 0.875 %, depending on the Company’s Leverage Ratio (as such term is defined in the 2023 Credit Agreement), or (2) a rate equal to the secured overnight financing rate as administered by the Federal Reserve Bank of New York for the applicable tenor plus 0.10 % (“Adjusted Term SOFR”) plus a margin of 1.125 % to 1.875 %, depending on the Company’s Leverage Ratio. The base rate is determined by the greater of: (a) the prime commercial lending rate announced by Bank of Montreal from time to time, (b) the federal funds effective rate, plus ½ of 1.00%, (c) Adjusted Term SOFR for a one-month tenor, plus 1.00 %, or (d) 0.00 %. The interest rate in effect at March 31, 2025 was 5.54 %. A commitment fee is payable on the average daily unused amount of the 2023 Revolving Credit Facility, which ranges from 0.125 % to 0.25 %, depending on the Company’s Leverage Ratio. The fee was 0.125 % of the unused amount as of March 31, 2025 and December 31, 2024. Fees for letters of credit issued under the 2023 Revolving Credit Facility range from 0.85 % to 1.875 % of the respective face amounts of outstanding letters of credit, depending on the nature of the letter of credit, and are computed depending on the Company’s Leverage Ratio. Obligations under the 2023 Credit Agreement are guaranteed by most of our direct and indirect subsidiaries and are secured by substantially all of our assets. The 2023 Credit Agreement contains customary covenants providing for, among other things, the maintenance of certain financial ratios and certain limitations on the payment of dividends, common stock repurchases, investments, acquisitions, indebtedness, and capital expenditures. We were in compliance with all such covenants as of March 31, 2025 and December 31, 2024. Finance Lease Liabilities The current portion of our finance lease liabilities of $ 2.5 million and $ 2.2 million at March 31, 2025 and December 31, 2024, respectively, were included in “Other accrued expenses and liabilities,” and the non-current portion of our finance lease liabilities of $ 4.6 million and $ 3.8 million at March 31, 2025 and December 31, 2024, respectively, were included in “Other long-term obligations” in the accompanying Consolidated Balance Sheets. NOTE 8 - Fair Value Measurements For disclosure purposes, we utilize a fair value hierarchy to categorize qualifying assets and liabilities into three broad levels based on the priority of the inputs used to determine their fair values. The hierarchy, which gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs, is comprised of the following three levels: Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities. Level 2 – Observable inputs, other than Level 1 inputs, that are directly or indirectly observable for the asset or liability, including quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 – Significant unobservable inputs that reflect the reporting entity’s own assumptions. 17 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 8 - Fair Value Measurements (Continued) Recurring Fair Value Measurements The following tables summarize the assets and liabilities carried at fair value measured on a recurring basis as of March 31, 2025 and December 31, 2024 (in thousands): Assets at Fair Value as of March 31, 2025 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents (1) $ 576,702 $ — $ — $ 576,702 Deferred compensation plan assets (2) 68,577 — — 68,577 Restricted cash (3) 763 — — 763 Total $ 646,042 $ — $ — $ 646,042 Assets at Fair Value as of December 31, 2024 Asset Category Level 1 Level 2 Level 3 Total Cash and cash equivalents (1) $ 1,339,550 $ — $ — $ 1,339,550 Deferred compensation plan assets (2) 61,242 — — 61,242 Restricted cash (3) 845 — — 845 Total $ 1,401,637 $ — $ — $ 1,401,637 _________________________ (1) Cash and cash equivalents consist of deposit accounts and money market funds with original maturity dates of three months or less, which are Level 1 assets. At March 31, 2025 and December 31, 2024, we had $ 363.3 million and $ 1,088.0 million, respectively, in money market funds. From time to time, we have cash balances in certain of our domestic bank accounts that exceed federally insured limits. (2) Deferred compensation plan assets are classified as “Other assets” in the Consolidated Balance Sheets. (3) Restricted cash is classified as “Prepaid expenses and other” in the Consolidated Balance Sheets. Restricted cash represents cash held in account for use on customer contracts. Nonrecurring Fair Value Measurements We have recorded goodwill and identifiable intangible assets in connection with our business acquisitions. Such assets are measured at fair value at the time of acquisition based on valuation techniques that appropriately represent the methods which would be used by other market participants in determining fair value. We determine the fair value of our trade name intangible assets by utilizing the relief from royalty payments methodology. This approach involves two steps: (a) estimating a reasonable royalty rate for the trade name and (b) applying this royalty rate to a net revenue stream and discounting the resulting cash flows to determine fair value. Key assumptions under this method are future revenues, royalty rate, and discount rate. The fair value of our intangible assets related to contract backlog and customer relationships is determined using the multi-period excess earnings method. Key assumptions in the valuation of customer relationship intangible assets are revenue growth, operating margin, customer attrition rate, and discount rate. Backlog intangible assets are based on future revenue from contracts already awarded at the time of acquisition. Key assumptions in the valuation of backlog intangible assets include operating margin and discount rate. Other assumptions utilized in these valuation techniques include tax rate and contributory asset charges. In addition, goodwill, intangible assets, and certain other long-lived assets are tested for impairment using similar valuation methodologies to determine the fair value of such assets. Periodically, we engage an independent third-party valuation specialist to assist with the valuation process, including the selection of appropriate methodologies and the development of market-based assumptions. The inputs used for these nonrecurring fair value measurements represent Level 3 inputs. Fair Value of Financial Instruments We believe that the carrying values of our financial instruments, which include accounts receivable and other financing commitments, approximate their fair values due primarily to their short-term maturities and low risk of counterparty default. The carrying value of the debt associated with our 2023 Credit Agreement approximates its fair value due to the variable rate on such debt. 18 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 9 - Income Taxes The following table presents our income tax provision and our income tax rate for the three months ended March 31, 2025 and 2024 (in thousands, except percentages): For the three months ended March 31, 2025 2024 Income tax provision $ 83,520 $ 70,567 Income tax rate 25.8 % 26.4 % The difference between the U.S. statutory tax rate of 21 % and our effective income tax rate for both the three months ended March 31, 2025 and 2024 was primarily a result of state and local income taxes and other permanent book-to-tax differences. The increase in our income tax provision for the three months ended March 31, 2025, when compared to the three months ended March 31, 2024, was predominantly due to greater income before income taxes. The decrease in our effective income tax rate for the three months ended March 31, 2025 as compared to the three months ended March 31, 2024 was attributable to the impact of favorable discrete tax items during the first quarter of 2025 and a slight decrease in the state and local effective tax rate due to changes in the mix of earnings. As of March 31, 2025 and December 31, 2024, we had no unrecognized income tax benefits. We file a consolidated federal income tax return including all of our U.S. subsidiaries with the Internal Revenue Service. We additionally file income tax returns with various state, local, and foreign tax agencies. Our income tax returns are subject to audit by various taxing authorities and are currently under examination for the years 2020 through 2023. NOTE 10 - Common Stock As of March 31, 2025 and December 31, 2024, there were 45,330,671 and 45,810,125 shares of our common stock outstanding, respectively. During the three months ended March 31, 2025 and 2024, we issued 52,275 and 68,073 shares of common stock, respectively. These shares were issued upon the satisfaction of required conditions under our share-based compensation plans. We have paid quarterly dividends since October 25, 2011. We currently pay a regular quarterly dividend of $ 0.25 per share. In September 2011, our Board of Directors (the “Board”) authorized a share repurchase program allowing us to begin repurchasing shares of our outstanding common stock. Subsequently, the Board has from time to time increased the amount authorized for repurchases under such program. In February 2025, our Board increased such amount by $ 500 million. Since the inception of the repurchase program, through March 31, 2025, the Board has authorized us to repurchase up to $ 3.15 billion of our outstanding common stock. During the three months ended March 31, 2025, we repurchased approximately 0.5 million shares of our common stock for approximately $ 218.7 million, inclusive of the applicable excise tax. Since the inception of the repurchase program through March 31, 2025, we have repurchased approximately 27.6 million shares of our common stock for approximately $ 2.61 billion. As of March 31, 2025, there remained authorization for us to repurchase approximately $ 540.8 million of our shares. The repurchase program has no expiration date, does not obligate the Company to acquire any particular amount of common stock, and may be suspended, recommenced, or discontinued at any time or from time to time without prior notice. We may repurchase our shares from time to time to the extent permitted by securities laws and other legal requirements, including provisions in our 2023 Credit Agreement placing limitations on such repurchases. NOTE 11 - Retirement Plans The funded status of our defined benefit plans, which represents the difference between the fair value of plan assets and the projected benefit obligations, is recognized in the Consolidated Balance Sheets with a corresponding adjustment to accumulated other comprehensive income (loss). Gains and losses for the differences between actuarial assumptions and actual results are recognized through accumulated other comprehensive income (loss). These amounts will be subsequently recognized as net periodic pension income within the Consolidated Statements of Operations. 19 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 11 - Retirement Plans (Continued) Our United Kingdom subsidiary has a defined benefit pension plan covering all eligible employees (the “UK Plan”); however, no individual joining the company after October 31, 2001 may participate in the UK Plan. On May 31, 2010, we curtailed the future accrual of benefits for active employees under such plan. We also sponsor three domestic retirement plans in which participation by new individuals is frozen. Amounts related to these domestic retirement plans were de minimis for all periods presented. Components of Net Periodic Pension Income The components of net periodic pension income of the UK Plan for the three months ended March 31, 2025 and 2024 were as follows (in thousands): For the three months ended March 31, 2025 2024 Interest cost $ 2,416 $ 2,376 Expected return on plan assets ( 3,094 ) ( 3,232 ) Amortization of unrecognized loss 653 653 Net periodic pension income $ ( 25 ) $ ( 203 ) NOTE 12 - Commitments and Contingencies Severance Agreements We have agreements with our executive officers and certain other key management personnel providing for severance benefits for such employees upon termination of their employment under certain circumstances. Guarantees In the ordinary course of business, we, at times, guarantee obligations of our subsidiaries under certain contracts. Generally, we are liable under such an arrangement only if our subsidiary fails to perform its obligations under the contract. Historically, we have not incurred any substantial liabilities as a consequence of these guarantees. Surety Bonds The terms of our construction contracts frequently require that we obtain from surety companies, and provide to our customers, surety bonds as a condition to the award of such contracts. These surety bonds are issued in return for premiums, which vary depending on the size and type of the bond, and secure our payment and performance obligations under such contracts. We have agreed to indemnify the surety companies for amounts, if any, paid by them in respect of surety bonds issued on our behalf. As of March 31, 2025, based on the percentage-of-completion of our projects covered by surety bonds, our aggregate estimated exposure, assuming defaults on all our then existing contractual obligations, was approximately $ 2.8 billion, which represents approximately 24 % of our total remaining performance obligations. Surety bonds are sometimes provided to secure obligations for wages and benefits payable to or for certain of our employees, at the request of labor unions representing such employees. In addition, surety bonds may be issued as collateral for certain insurance obligations. As of March 31, 2025, we satisfied approximately $ 61.7 million of the collateral requirements of our insurance programs by utilizing surety bonds. We are not aware of any losses in connection with surety bonds that have been posted on our behalf, and we do not expect to incur significant losses in the foreseeable future. Hazardous Materials We are subject to regulation with respect to the handling or disposal of certain materials used in the performance of our services, which are classified as hazardous or toxic by federal, state, and local agencies. Our practice is to avoid participation in projects principally involving the remediation or removal of such materials. However, when remediation is required as part of our contract performance, we believe we comply with all applicable regulations governing the discharge of hazardous materials into the environment or otherwise relating to the protection of the environment. 20 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 12 - Commitments and Contingencies (Continued) Government Contracts When we perform work as a federal government contractor/subcontractor or when we perform work on a project that has received federal government funding, we are subject to U.S. government audits and investigations relating to our operations, which such audits may result in fines, penalties and compensatory and treble damages, and possible suspension or debarment from doing business with the government. Based on currently available information, we believe the outcome of ongoing government disputes and investigations will not have a material impact on our financial position, results of operations, or liquidity. Legal Proceedings We face potential exposure in several legal proceedings in which damages or claims (including, without limitation, indemnification claims by named defendants in legal proceedings in which we are not a party) have been asserted against us. We believe that we have valid defenses to such proceedings and claims, but litigation is inherently uncertain. We additionally maintain insurance coverage for certain of these matters, although these policies do not cover all possible claims and certain of the policies are subject to large deductibles and retentions. We do not believe that any such matters will have a material adverse effect on our financial position, results of operations, or liquidity. We record a loss contingency if we consider the potential loss from a proceeding or claim probable, and we are able to reasonably estimate the amount or can reasonably determine a range of loss. We provide disclosure when we believe a loss in excess of any recorded provision is reasonably possible. Significant judgment is required in these determinations. As additional information becomes available, we reassess prior determinations and may change our estimates. Additional claims may be asserted against us in the future. Litigation is subject to many uncertainties, and the outcome of litigation is not predictable with assurance. A litigation matter for which liabilities have not been recorded could be decided unfavorably to us, and any such unfavorable decision could have a material adverse effect on our financial position, results of operations, or liquidity. Insurance Liabilities We have loss payment deductibles for certain workers’ compensation, automobile liability, general liability, and property claims, have self-insured retentions for certain other casualty claims, and are self-insured for employee-related healthcare claims. In addition, we maintain a wholly-owned captive insurance subsidiary to manage certain of our insurance liabilities. Losses are recorded based upon estimates of our liability for claims incurred and for claims incurred but not reported. The liabilities are derived from known facts, historical trends, and industry averages, utilizing the assistance of an independent third-party actuary to determine the best estimate for the majority of these obligations. To the extent that the amount required to settle claims covered by insurance continues to increase, the cost of our insurance coverage, including premiums and deductibles, is likely to increase. As of March 31, 2025 and December 31, 2024, the estimated current portion of such undiscounted insurance liabilities, included in “Other accrued expenses and liabilities” in the accompanying Consolidated Balance Sheets, were $ 68.6 million and $ 50.8 million, respectively. The estimated non-current portion of such undiscounted insurance liabilities included in “Other long-term obligations” as of March 31, 2025 and December 31, 2024 were $ 230.0 million and $ 237.3 million, respectively. The current portion of anticipated insurance recoveries of $ 11.6 million and $ 9.2 million as of March 31, 2025 and December 31, 2024, respectively, were included in “Prepaid expenses and other,” and the non-current portion of anticipated insurance recoveries of $ 39.8 million and $ 38.7 million as of March 31, 2025 and December 31, 2024, respectively, were included in “Other assets” in the accompanying Consolidated Balance Sheets. NOTE 13 - Additional Cash Flow Information The following table presents additional cash flow information for the three months ended March 31, 2025 and 2024 (in thousands): For the three months ended March 31, 2025 2024 Cash paid for: Interest $ 83 $ 132 Income taxes $ 8,688 $ 6,542 Right-of-use assets obtained in exchange for new operating lease liabilities $ 65,103 $ 32,408 Right-of-use assets obtained in exchange for new finance lease liabilities $ 1,668 $ 738 21 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 14 - Segment Information We are one of the largest specialty contractors in the United States and a leading provider of electrical and mechanical construction and facilities services, building services, and industrial services. Our services are provided to a broad range of commercial, technology, manufacturing, industrial, healthcare, utility, and institutional customers through approximately 100 operating subsidiaries. Such operating subsidiaries are organized into the following reportable segments, which additionally reflect the nature of the services offered and their geographical location: • United States electrical construction and facilities services; • United States mechanical construction and facilities services; • United States building services; • United States industrial services; and • United Kingdom building services. Our chief operating decision maker (“CODM”) is our Chairman, President, and Chief Executive Officer. Our CODM is responsible for assessing performance of the Company and each of our reportable segments as well as allocating resources, including personnel and capital resources. The measure of segment profit or loss utilized by our CODM is operating income. Our CODM evaluates segment performance by comparing historical, actual, and forecasted operating income on a regular basis. The accounting policies of our reportable segments are the same as those applied at the consolidated financial statement level. The following tables present the revenues and operating income for each of our reportable segments for the three months ended March 31, 2025 and 2024 (in thousands): For the three months ended March 31, 2025 2024 Revenues from unrelated entities: United States electrical construction and facilities services $ 1,087,844 $ 764,711 United States mechanical construction and facilities services 1,572,602 1,427,665 United States building services 742,623 781,160 United States industrial services 359,002 354,053 Total United States operations 3,762,071 3,327,589 United Kingdom building services 105,301 104,687 Consolidated revenues $ 3,867,372 $ 3,432,276 Total revenues: United States electrical construction and facilities services $ 1,114,195 $ 766,739 United States mechanical construction and facilities services 1,585,114 1,436,828 United States building services 751,884 803,873 United States industrial services 364,332 358,175 Less intersegment revenues ( 53,454 ) ( 38,026 ) Total United States operations 3,762,071 3,327,589 United Kingdom building services 105,301 104,687 Consolidated revenues $ 3,867,372 $ 3,432,276 22 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 14 - Segment Information (Continued) For the three months ended March 31, 2025 2024 Operating income (loss): United States electrical construction and facilities services $ 136,057 $ 91,589 United States mechanical construction and facilities services 186,747 150,720 United States building services 36,423 33,459 United States industrial services 6,760 17,966 Total United States operations 365,987 293,734 United Kingdom building services 4,987 5,377 Corporate administration ( 52,218 ) ( 39,158 ) Consolidated operating income 318,756 259,953 Other items: Net periodic pension income 54 222 Interest income, net 5,387 7,541 Income before income taxes $ 324,197 $ 267,716 The following tables provide the significant expenses that are regularly provided to and reviewed by our CODM for each of our reportable segments for the three months ended March 31, 2025 and 2024 (in thousands): For the three months ended March 31, 2025 2024 Cost of sales: United States electrical construction and facilities services $ 876,243 $ 626,869 United States mechanical construction and facilities services 1,265,710 1,179,405 United States building services 601,509 644,310 United States industrial services 308,095 300,066 Total United States operations 3,051,557 2,750,650 United Kingdom building services 93,097 92,317 Consolidated cost of sales $ 3,144,654 $ 2,842,967 For the three months ended March 31, 2025 2024 Selling, general and administrative expenses: United States electrical construction and facilities services $ 75,544 $ 46,253 United States mechanical construction and facilities services 120,145 97,540 United States building services 104,691 103,391 United States industrial services 44,147 36,021 Total United States operations 344,527 283,205 United Kingdom building services 7,217 6,993 Corporate administration 52,218 39,158 Consolidated selling, general and administrative expenses $ 403,962 $ 329,356 23 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 14 - Segment Information (Continued) The following tables present other financial information for each of our reportable segments for the three months ended March 31, 2025 and 2024 (in thousands): For the three months ended March 31, 2025 2024 Depreciation and amortization of property, plant, and equipment: United States electrical construction and facilities services $ 2,305 $ 1,961 United States mechanical construction and facilities services 4,876 3,478 United States building services 4,041 3,927 United States industrial services 3,179 2,832 Total United States operations 14,401 12,198 United Kingdom building services 932 893 Corporate administration 249 246 Total depreciation and amortization of property, plant, and equipment $ 15,582 $ 13,337 For the three months ended March 31, 2025 2024 Amortization of identifiable intangible assets: United States electrical construction and facilities services $ 9,480 $ 1,812 United States mechanical construction and facilities services 5,397 3,828 United States building services 5,565 4,976 United States industrial services 5,921 5,635 Total United States operations 26,363 16,251 United Kingdom building services — — Total amortization of identifiable intangible assets $ 26,363 $ 16,251 For the three months ended March 31, 2025 2024 Capital expenditures: United States electrical construction and facilities services $ 4,622 $ 1,068 United States mechanical construction and facilities services 10,979 7,395 United States building services 3,343 5,048 United States industrial services 3,305 2,998 Total United States operations 22,249 16,509 United Kingdom building services 2,456 1,945 Corporate administration 1,426 1,824 Total capital expenditures $ 26,131 $ 20,278 24 Table of Contents EMCOR Group, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) NOTE 14 - Segment Information (Continued) The following table presents the total assets for each of our reportable segments as of March 31, 2025 and December 31, 2024 (in thousands): March 31, 2025 December 31, 2024 Total assets: United States electrical construction and facilities services $ 2,437,083 $ 1,314,577 United States mechanical construction and facilities services 2,617,568 2,659,184 United States building services 1,404,624 1,396,236 United States industrial services 648,209 606,861 Total United States operations 7,107,484 5,976,858 United Kingdom building services 299,103 283,897 Corporate administration 672,285 1,455,718 Total assets $ 8,078,872 $ 7,716,473 25 Table of Contents