14 unchanged sentences
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
+Added: On February 3, 2025, we acquired Miller Electric Company (“Miller Electric”).
+Added: As of December 31, 2025, we had not fully incorporated the internal controls and procedures of Miller Electric into EMCOR’s internal control over financial reporting.
+Added: As such, management excluded this business from our assessment of the effectiveness of internal control over financial reporting, as permitted by applicable regulations.
+Added: Our internal control procedures surrounding the valuation of goodwill and identifiable intangible assets related to this acquisition were, however, included in management’s assessment of the effectiveness of internal control over financial reporting.
+Added: Excluding goodwill and identifiable intangible assets recorded in connection with this acquisition, Miller Electric accounted for $405.1 million, or 4.4%, of EMCOR’s total assets as of December 31, 2025.
+Added: Miller Electric accounted for approximately $1.09 billion, or 6.4%, of EMCOR’s total revenues for the year then ended.
As of December 31, 2025, our management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
4 unchanged sentences
OTHER INFORMATION
−Removed: During the quarter ended December 31, 2024, none of the Company’s directors or executive officers adopted or terminated any:
+Added: On December 2, 2025 , Anthony J.
+Added: Guzzi , our Chairman, President, and Chief Executive Officer , adopted a Rule 10b5-1 trading arrangement providing for the potential sale of an aggregate amount of up to 36,000 shares of our common stock, with the exact number of shares to be sold to be determined based on market prices of our common stock.
+Added: The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c).
+Added: The duration of the trading arrangement is from March 5, 2026 until May 28, 2027 , or earlier if all transactions under the trading arrangement are completed.
+Added: During the quarter ended December 31, 2025, no other directors or executive officers of the Company adopted or terminated any:
(a) contract, instruction, or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense conditions of Rule 10b5-1 or (b) non 10b5-1 trading arrangement, each as defined in Item 408(a) of Regulation S-K.
28 unchanged sentences
Consolidated Statements of Operations - Years Ended December 31, 2025, 2024, and 2023
−Removed: Consolidated Statements Comprehensive Income - Years Ended December 31, 2024, 2023, and 2022
+Added: Consolidated Statements of Comprehensive Income - Years Ended December 31, 2025, 2024, and 2023
Consolidated Statements of Cash Flows - Years Ended December 31, 2025, 2024, and 2023
27 unchanged sentences
10(d) Form of Confidentiality Agreement between Anthony Guzzi and EMCOR Exhibit C to the Guzzi Letter Agreement
−Removed: 10(e) Form of Indemnification Agreement between EMCOR and each of its officers and directors Exhibit F to the Guzzi Letter Agreement
+Added: 10(e) Form of Indemnification Agreement between EMCOR and each of its officers and directors Exhibit 10.1 to EMCOR ’ s Report on Form 8-K (Date of Report Oc tober 27, 2025)
10(f-1) Severance Agreement (“Guzzi Severance Agreement”) dated October 25, 2004 between Anthony Guzzi and EMCOR Exhibit D to the Guzzi Letter Agreement
10 unchanged sentences
Kevin Matz and Mark A.
−Removed: Pompa Exhibit 10.1 to Form 8-K (Date of Report March 29, 2010) (“March 2010 Form 8-K”)
+Added: Pompa Exhibit 10.1 to EMCOR ’ s Report on Form 8-K (Date of Report March 29, 2010) (“March 2010 Form 8-K”)
Severance Agreement dated as of October 26, 2016 between EMCOR and Maxine L.
4 unchanged sentences
Severance Agreement dated as of May 8, 2024 between EMCOR and Jason R.
−Removed: Nalbandian E xhibit 10(a-1) to E MCOR ’ s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 ( “ June 2024 Fo rm 10-Q ” )
+Added: Nalbandian Exhibit 10(a-1) to EMCOR’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (“June 2024 Form 10-Q”)
Continuity Agreement dated as of May 8, 2024 between EMCOR and Jason R.
−Removed: Nalbandian E xhibit 10(a-2) to the Ju ne 2024 Form 10-Q
+Added: Nalbandian Exhibit 10(a-2) to the June 2024 Form 10-Q
EMCOR Group, Inc.
−Removed: Long-Term Incentive Plan (“LTIP”) Exhibit 10 to Form 8-K (Date of Report December 15, 2005)
+Added: Long-Term Incentive Plan (“LTIP”) Exhibit 10 to EMCOR ’ s Report on Form 8-K (Date of Report December 15, 2005)
First Amendment to LTIP and updated Schedule A to LTIP Exhibit 10(S-2) to 2008 Form 10-K
8 unchanged sentences
Key Executive Incentive Bonus Plan, as amended and restated Exhibit B to EMCOR’s Proxy Statement for its Annual Meeting held June 13, 2013
−Removed: Amended and Restated 2010 Incentive Plan Exhibit 10.1 to Form 8-K (Date of Report June 11, 2020)
+Added: Amended and Restated 2010 Incentive Plan Exhibit 10.1 to EMCOR ’ s Report on Form 8-K (Date of Report June 11, 2020)
+Added: First Amendment to the Amended and Restated 2010 Incentive Plan
+Added: E xhibit 10.1 to EMCOR ’ s Report on F orm 8-K (Date of Report June 5, 2025)
Form of Non-LTIP Stock Unit Certificate Exhibit 10(p)(p) to the March 2012 Form 10-Q
11 unchanged sentences
19 Insider Trading Policies and Procedures
−Removed: F iled herewith
+Added: Exhibit 19 to EMC OR ’ s Annua l Report on Form 10-K for the year ende d December 31, 2024
21 List of Significant Subsidiaries Filed herewith
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/ S / W ILLIAM P.
+Added: /s/ P ATRICK R OCHE
+Added: Patrick Roche
/s/ S TEVEN B.
9 unchanged sentences
Year Ended December 31, 2025
+Added: $ 34,957 7,671 ( 19,871 ) $ 22,757
Year Ended December 31, 2024
+Added: $ 22,502 17,303 ( 4,848 ) $ 34,957
Year Ended December 31, 2023
$ 22,382 7,859 ( 7,739 ) $ 22,502
+Added: _________________
(1) Deductions primarily represent uncollectible balances of accounts receivable written off, net of recoveries.
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.