What changed in this filing

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Item 1. Financial Statements

2026-05-07 compared with 2026-02-06 · 378 added, 338 removed, 516 unchanged (58% of the section changed)

10 unchanged sentences

Prepaid and other current assets 39,308 42,079

Assets held for sale 5,534 5,609

Assets of discontinued operations 1,300 1,302

Assets of discontinued operations held for sale 695,755 735,816

Total Current Assets 1,229,804 1,245,644

4 unchanged sentences

OTHER ASSETS 24,249 26,191

ASSETS OF DISCONTINUED OPERATIONS 4,688 4,699

Total Assets $ 2,066,273 $ 2,076,034

4 unchanged sentences

Current portion of operating lease liabilities 17,232 15,473

Liabilities of discontinued operations 3,241 3,956

Liabilities of discontinued operations held for sale 226,923 250,390

Total Current Liabilities 429,621 446,187

2 unchanged sentences

OTHER LIABILITIES 92,168 111,146

LIABILITIES OF DISCONTINUED OPERATIONS 4,743 4,770

Total Liabilities 1,971,826 2,002,062

6 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

For the Three Months Ended December 31, 2025 and 2024

COMMON STOCK CAPITAL IN

2 unchanged sentences

COMPREHENSIVE

INCOME (LOSS) DEFERRED

INCOME (LOSS)

(in thousands) SHARES PAR VALUE SHARES COST TOTAL

6 unchanged sentences

Stock-based compensation (1)

— — 6,427 — — — — 6,427

Other comprehensive income, net of tax — — — — — — 4,552 4,552

Balance at December 31, 2025 84,746 $ 21,187 $ 679,235 $ 533,346 38,173 $ ( 1,057,497 ) $ ( 67,368 ) $ 108,903

Net income — — — 19,318 — — — 19,318

Dividend — — — ( 10,004 ) — — — ( 10,004 )

Shares withheld on employee taxes on vested equity awards — — — — 6 ( 485 ) — ( 485 )

Common stock acquired including excise taxes — — — — 422 ( 33,270 ) — ( 33,270 )

Equity awards granted, net — — 832 — 30 ( 832 ) — —

Stock-based compensation (1)

— — 7,811 — — — — 7,811

Other comprehensive income, net of tax — — — — — — 2,174 2,174

Balance at March 31, 2026 84,746 $ 21,187 $ 687,878 $ 542,660 38,631 $ ( 1,092,084 ) $ ( 65,194 ) $ 94,447

___________________________

(1) For the six months ended March 31, 2026, stock-based compensation expense of $ 14,238 reflected in the Condensed Consolidated Statements of Shareholders' equity includes approximately $ 480 of stock-based compensation expense that is recorded within discontinued operations in our Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Cash Flows.

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

GRIFFON CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

COMMON STOCK CAPITAL IN

14 unchanged sentences

Stock-based compensation (1)

— — 5,378 — — — — — 5,378

Other comprehensive income, net of tax — — — — — — ( 17,699 ) — ( 17,699 )

1 unchanged sentence

84,746 $ 21,187 $ 670,807 $ 524,097 36,624 $ ( 912,592 ) $ ( 75,723 ) $ — $ 227,776

Net income — — — 56,762 — — — — 56,762

Dividend — — — ( 8,494 ) — — — — ( 8,494 )

Shares withheld on employee taxes on vested equity awards — — — — 520 ( 39,407 ) — — ( 39,407 )

Common stock acquired including excise taxes — — — — 420 ( 30,827 ) — — ( 30,827 )

Equity awards granted, net — — ( 1,238 ) — ( 49 ) 1,238 — — —

Stock-based compensation (1)

— — 6,515 — — — — — 6,515

Other comprehensive income, net of tax — — — — — — 2,417 — 2,417

Balance at March 31, 2025 84,746 $ 21,187 $ 676,084 $ 572,365 37,515 $ ( 981,588 ) $ ( 73,306 ) $ — $ 214,742

___________________________

(1) For the six months ended March 31, 2025, stock-based compensation expense of $ 11,893 reflected in the Condensed Consolidated Statement of Shareholders' equity includes approximately $ 631 of stock-based compensation expense that is recorded within discontinued operations in our Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Cash Flows.

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

2 unchanged sentences

(in thousands, except per share data)

Three Months Ended December 31,

Three Months Ended March 31, Six Months Ended March 31,

2026 2025 2026 2025

Revenue $ 421,860 $ 426,684 $ 876,120 $ 870,137

2 unchanged sentences

Selling, general and administrative expenses 104,643 107,461 213,963 214,507

Income from operations 113,359 112,095

Income from continuing operations 87,346 90,886 186,759 195,227

Other income (expense)

1 unchanged sentence

Interest income 4 241 241 339

Gain on sale of real estate — 7,974

Loss from debt extinguishment — — ( 556 ) —

1 unchanged sentence

Total other expense, net ( 22,371 ) ( 23,299 ) ( 46,061 ) ( 47,770 )

Income before taxes 89,966 97,420

Provision for income taxes 25,579 26,569

Income before taxes from continuing operations 64,975 67,587 140,698 147,457

Provision for income taxes from continuing operations 18,038 17,782 38,189 38,516

Income from continuing operations $ 46,937 $ 49,805 $ 102,509 $ 108,941

Discontinued operations:

Income (loss) from operations of discontinued operations ( 37,770 ) 11,050 ( 23,527 ) 28,600

Provision (benefit) for income taxes ( 10,151 ) 4,093 ( 4,723 ) 9,928

Income (loss) from discontinued operations ( 27,619 ) 6,957 ( 18,804 ) 18,672

Net income $ 19,318 $ 56,762 $ 83,705 $ 127,613

Basic earnings per common share:

Income from continuing operations $ 1.05 $ 1.09 $ 2.30 $ 2.39

Income (loss) from discontinued operations ( 0.62 ) 0.15 ( 0.42 ) 0.41

Basic earnings per common share $ 0.43 $ 1.24 $ 1.88 $ 2.80

Basic weighted-average shares outstanding 44,616 45,658 44,636 45,598

Diluted earnings per common share:

Income from continuing operations $ 1.03 $ 1.06 $ 2.24 $ 2.31

Income (loss) from discontinued operations ( 0.60 ) 0.15 ( 0.41 ) 0.40

Diluted earnings per common share $ 0.42 $ 1.21 $ 1.83 $ 2.70

Diluted weighted-average shares outstanding 45,690 46,900 45,727 47,226

11 unchanged sentences

(in thousands)

Three Months Ended December 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

Six Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES - CONTINUING OPERATIONS:

Net income $ 83,705 $ 127,613

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

Net (income) loss from discontinued operations 18,804 ( 18,672 )

Income from continuing operations 102,509 108,941

Adjustments to reconcile net income to net cash provided by operating activities - continuing operations:

Depreciation and amortization 19,581 19,091

Stock-based compensation 13,758 11,262

Provision for losses on accounts receivable 1,862 1,182

Provision (recovery) for losses on accounts receivable 216 ( 309 )

Amortization of debt discounts and issuance costs 2,008 2,053

1 unchanged sentence

Pension and other post-retirement non-cash charges

Loss on sale of assets and investments

Gain on sale of real estate — ( 7,974 )

Deferred income tax benefit ( 124 ) —

Change in assets and liabilities:

Decrease in accounts receivable 15,826 35,445

(Increase) decrease in inventories 1,939 ( 393 )

Increase in prepaid and other assets ( 3,510 ) ( 5,066 )

Increase in accounts payable, accrued liabilities, income taxes payable and operating lease liabilities 286 25,941

Other changes, net 154 111

Net cash provided by operating activities 106,992 142,922

CASH FLOWS FROM INVESTING ACTIVITIES:

Increase in accounts receivable ( 1,984 ) ( 5,757 )

Increase in inventories ( 12,537 ) ( 11,096 )

Decrease in prepaid and other assets 797 6,463

Increase (decrease) in accounts payable, accrued liabilities and other liabilities ( 9,899 ) 9,434

Other changes ( 507 ) ( 955 )

Net cash provided by operating activities - continuing operations 118,314 139,697

CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS:

Acquisition of property, plant and equipment ( 17,652 ) ( 25,938 )

Proceeds from the sale of property, plant and equipment — 17,220

Net cash used in investing activities ( 7,662 ) ( 236 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Other, net — 137

Net cash used in investing activities - continuing operations ( 17,652 ) ( 25,801 )

CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS:

Dividends paid ( 21,218 ) ( 23,441 )

Purchase of shares for treasury ( 64,459 ) ( 121,453 )

Proceeds from long-term debt 50,000 63,000

Payments of long-term debt ( 62,012 ) ( 52,011 )

Financing costs ( 38 ) ( 42 )

Other, net ( 69 ) ( 27 )

Net cash used in financing activities ( 101,554 ) ( 108,121 )

Net cash used in financing activities - continuing operations ( 97,758 ) ( 133,932 )

CASH FLOWS FROM DISCONTINUED OPERATIONS:

Net cash used in operating activities ( 730 ) ( 180 )

Net cash used in discontinued operations ( 730 ) ( 180 )

Net cash provided by operating activities 10,913 19,437

Net cash provided by (used in) investing activities ( 2,148 ) 12,341

Net cash used in financing activities ( 60 ) ( 68 )

Net cash provided by discontinued operations 8,705 31,710

Effect of exchange rate changes on cash and equivalents ( 982 ) 1,709

NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS

( 3,765 ) 37,514

NET INCREASE IN CASH AND EQUIVALENTS 10,627 13,383

CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 99,045 114,438

9 unchanged sentences

About Griffon Corporation

Griffon Corporation (the “Company”, “Griffon”, “we” or “us”) is a diversified management and holding company that conducts business through wholly-owned subsidiaries.

Griffon oversees the operations of its subsidiaries, allocates resources among them and manages their capital structures.

Griffon provides direction and assistance to its subsidiaries in connection with acquisition and growth opportunities, as well as divestitures.

As long-term investors, we intend to continue to grow and strengthen our existing businesses, and to diversify further through investments in our businesses and acquisitions.

The Company was founded in 1959, is a Delaware corporation headquartered in New York, N.Y.

and is listed on the New York Stock Exchange (NYSE:GFF).

Griffon conducts its operations through two reportable segments:

• Home and Building Products ("HBP") conducts its operations through Clopay Corporation ("Clopay").

Founded in 1964, Clopay is the largest manufacturer and marketer of garage doors and rolling steel doors in North America.

Residential and commercial sectional garage doors are sold through professional dealers and leading home center retail chains throughout North America under the brands Clopay, Ideal, and Holmes.

Rolling steel door and grille products designed for commercial, industrial, institutional, and retail use are sold under the Clopay, Cornell and Cookson brands.

• Consumer and Professional Products (“CPP”) is a global provider of branded consumer and professional tools;

residential, industrial and commercial fans;

home storage and organization products;

and products that enhance indoor and outdoor lifestyles.

CPP sells products globally through a portfolio of leading brands including AMES, since 1774, Hunter, since 1886, True Temper, and ClosetMaid.

Griffon Corporation (the “Company,” “Griffon,” “we” or “us”) is a leading provider of residential and commercial building products.

The Company is the largest North American manufacturer and marketer of garage doors under the Clopay, IDEAL and Holmes brands, and rolling steel door and grille products under the Clopay, Cornell, and Cookson brands.

The Company is also a leading provider of residential, industrial, and commercial ceiling fans sold under the Hunter, Casablanca, and Jan Fan brands.

The Company, founded in 1959, is organized as a Delaware corporation headquartered in New York, N.Y.

and listed on the New York Stock Exchange (NYSE:GFF).

On February 5, 2026, Griffon announced it entered into a definitive agreement to form a joint venture with ONCAP, the mid-market private equity platform of Onex Corporation (TSX:ONEX), to create a leading global provider of hand tools, home organization solutions, and lawn and garden products for professionals and consumers.

4 unchanged sentences

The joint venture will be financed through committed debt financing, in addition to the second-lien loan provided by Griffon.

This transaction is subject to customary closing conditions and, after closing, which is expected to occur by June 2026, Griffon’s interest in the joint venture will be accounted for as an equity method investment.

Any gain or loss as the result of this transaction will be determined at closing.

Additionally, Griffon announced the initiation of a comprehensive review of strategic alternatives for its AMES Australia operations and AMES United Kingdom operations.

As a result of these actions, beginning with Griffon’s second quarter 2026 reporting, AMES’ U.S., Canada, Australia, and U.K.

operations, which are currently part of Griffon’s CPP segment, will be reported as discontinued operations.

Furthermore, in connection with these actions, we announced that the remaining reporting unit within the CPP segment, the Hunter Fan Company, will be combined with Griffon’s HBP segment.

This transaction is subject to customary closing conditions and, after closing, which is expected to occur by the end of June 2026, Griffon’s interest in the joint venture will be accounted for as an equity method investment.

As of March 31, 2026, the Company recorded a loss of $ 22,648 on assets held for sale because the carrying value of the United States (“U.S.”) and Canada businesses of the AMES Companies is greater than its estimated fair value less its cost to sell.

Griffon also announced on February 5, 2026 the initiation of a comprehensive review of strategic alternatives for its AMES Australia and United Kingdom ("U.K.") operations.

The strategic process for AMES Australia is active and ongoing and we expect to complete the process by the end of the calendar year.

As of March 31, 2026, the Company ceased its AMES U.K.

operations and will liquidate its assets and settle its liabilities.

As a result of these actions, AMES’ U.S., Canada, Australia, and U.K.

operations have been reported as discontinued operations in the Condensed Consolidated Statements of Operations for all periods presented.

Except for certain U.K.

assets and liabilities not held for sale, we classified the assets and liabilities associated with the AMES' U.S., Canada, Australia and U.K.

discontinued operations as held for sale in the Condensed Consolidated Balance Sheets.

assets classified as held for sale relate to inventory and property, plant and equipment that will be sold in liquidation.

Accordingly, all references made to results and information in this Quarterly Report on Form 10-Q are to Griffon's continuing operations, unless specifically noted otherwise.

Refer to Note 15, Discontinued Operations for further details.

Griffon now conducts its operations through one reportable segment, managed on a consolidated basis.

All prior period comparative segment information presented has been applied retrospectively to reflect the new segment structure.

For further information regarding our segment reporting, see Note 12, Reportable Segment.

GRIFFON CORPORATION AND SUBSIDIARIES

28 unchanged sentences

(US dollars and non US currencies in thousands, except per share data)

On December 31, 2025, the fair values of Griffon’s Senior Notes and Term Loan B facility approximated $ 972,338 and $ 390,459 , respectively.

On March 31, 2026, the fair values of Griffon’s Senior Notes and Term Loan B facility approximated $ 966,246 and $ 387,484 , respectively.

Fair values were based upon quoted market prices (Level 1 inputs).

Insurance contracts with values of $ 5,261 at December 31, 2025 are measured and recorded at fair value based upon quoted prices in active markets for similar assets (Level 2 inputs) and are included in other assets on the Condensed Consolidated Balance Sheets.

Insurance contracts with values of $ 5,325 at March 31, 2026 are measured and recorded at fair value based upon quoted prices in active markets for similar assets (Level 2 inputs) and are included in other assets on the Condensed Consolidated Balance Sheets.

Items Measured at Fair Value on a Recurring Basis

1 unchanged sentence

To manage these risks, Griffon may enter into various derivative contracts such as foreign currency exchange contracts, including forwards and options.

As of December 31, 2025, Griffon entered into several such contracts in order to lock into a foreign currency rate for planned settlements of trade liabilities payable in U.S.

At December 31, 2025, Griffon had $ 69,000 of Australian Dollar contracts at a weighted average rate of $ 1.50 which qualified for hedge accounting (Level 2 inputs).

These hedges were all deemed effective as cash flow hedges with gains and losses related to changes in fair value deferred and recorded in Accumulated other comprehensive income (loss) ("AOCI") and Prepaid and other current assets, or Accrued liabilities, until settlement.

Upon settlement, gains and losses are recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in Cost of goods and services ("COGS").

AOCI included a deferred loss of $ 587 ($ 411 , net of tax) at December 31, 2025.

Upon settlement, gains of $ 536 were recorded in COGS during the three months ended December 31, 2025.

All contracts expire in 30 to 210 days.

At December 31, 2025, Griffon had $ 14,500 of Chinese Yuan contracts at a weighted average rate of $ 7.07 which qualified for hedge accounting (Level 2 inputs).

As of March 31, 2026, Griffon entered into several such contracts in order to lock into a foreign currency rate for planned settlements of trade liabilities payable in U.S.

At March 31, 2026, Griffon had $ 86,322 of Chinese Yuan contracts at a weighted average rate of $ 6.91 which qualified for hedge accounting (Level 2 inputs).

These hedges were all deemed effective as cash flow hedges with gains and losses related to changes in fair value deferred and recorded in AOCI and Prepaid and other current assets, or Accrued liabilities, until settlement.

Upon settlement, gains and losses are recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in COGS.

AOCI included deferred gains of $ 237 ($ 173 , net of tax) at December 31, 2025.

Upon settlement, gains of $ 62 were recorded in COGS during the three months ended December 31, 2025.

All contracts expire in 30 to 181 days.

At December 31, 2025, Griffon had $ 6,300 of Canadian Dollar contracts at a weighted average rate of $ 1.37 .

The contracts, which protect Canadian operations from currency fluctuations for U.S.

Dollar based purchases, do not qualify for hedge accounting.

For the three months ended December 31, 2025, fair value losses of $ 112 were recorded to Other liabilities and to Other income for the outstanding contracts, based on similar contract values (Level 2 inputs).

Realized losses of $ 15 were recorded in Other income during the three months ended December 31, 2025 for all settled contracts.

All contracts expire in 30 to 240 days.

At December 31, 2025, Griffon had CAD $ 3,923 of Chinese Yuan contracts at a weighted average rate of CAD $ 5.10 .

These contracts, which protect Canadian operations from currency fluctuations for Chinese Yuan based purchases, do not qualify for hedge accounting and fair value gains of $ 29 were recorded in Other assets and to Other income for the outstanding contracts, based on similar contract values (Level 2 inputs), for the three months ended December 31, 2025.

Realized gains were $ 10 during the three months ended December 31, 2025.

AOCI included deferred gains of $ 199 ($ 144 , net of tax) at March 31, 2026.

Upon settlement, gains of $ 260 and $ 322 were recorded in COGS during the three and six months ended March 31, 2026.

All contracts expire in 30 to 153 days.

5 unchanged sentences

For each performance obligation, revenue is recognized when control of the promised products is transferred to the customer, or services are satisfied under the contract or purchase order, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services (the transaction price).

The Company’s performance obligations are recognized at a point in time related to the manufacture and sale of a broad range of products and components, and revenue is recognized when title, and risk and rewards of ownership, have transferred to the customer, which is generally upon shipment.

For a complete explanation of Griffon’s revenue accounting policies, this note should be read in conjunction with Griffon’s Annual Report on Form 10-K for the year ended September 30, 2025.

See Note 12 - Reportable Segment for revenue from contracts with customers disaggregated by end markets.

GRIFFON CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(US dollars and non US currencies in thousands, except per share data)

For a complete explanation of Griffon’s revenue accounting policies, this note should be read in conjunction with Griffon’s Annual Report on Form 10-K for the year ended September 30, 2025.

See Note 12 - Reportable Segments for revenue from contracts with customers disaggregated by end markets, segments and geographic location.

NOTE 4 – INVENTORIES

1 unchanged sentence

The following table details the components of inventory:

At December 31, 2025 At September 30, 2025

At March 31, 2026 At September 30, 2025

Raw materials and supplies $ 77,867 $ 71,742

4 unchanged sentences

The following table details the components of property, plant and equipment, net:

At December 31, 2025 At September 30, 2025

At March 31, 2026 At September 30, 2025

Land, building and building improvements $ 101,877 $ 100,415

5 unchanged sentences

Total $ 202,637 $ 195,950

(1) Machinery and equipment includes approximately $ 23,236 and $ 33,239 of construction in progress assets as of December 31, 2025 and September 30, 2025, respectively.

Depreciation and amortization expense for property, plant and equipment was $ 9,844 and $ 9,850 for the quarters ended December 31, 2025 and 2024, respectively.

Depreciation and amortization included in Selling, general and administrative ("SG&A") expenses was $ 3,923 and $ 4,334 for the quarters ended December 31, 2025 and 2024, respectively.

(1) Machinery and equipment includes approximately $ 22,163 and $ 31,078 of construction in progress assets as of March 31, 2026 and September 30, 2025, respectively.

Depreciation and amortization expense for property, plant and equipment was $ 6,381 and $ 5,951 for the quarters ended March 31, 2026 and 2025, respectively, and $ 12,239 and $ 11,829 for the six months ended March 31, 2026 and 2025, respectively.

Depreciation and amortization included in Selling, general and administrative ("SG&A") expenses were $ 2,309 and $ 2,508 for the quarters ended March 31, 2026 and 2025, respectively and $ 4,563 and $ 4,964 for the six months ended March 31, 2026 and 2025, respectively.

Remaining components of depreciation and amortization, attributable to manufacturing operations, are included in Cost of goods and services.

The net book value of certain owned CPP manufacturing properties, which ceased operations and have met the criteria to be classified as held for sale totaled $ 5,534 and $ 5,609 as of December 31, 2025 and September 30, 2025, respectively.

During the three months ended December 31, 2025, no event or indicator of impairment occurred which would require testing of property, plant and equipment.

During the six months ended March 31, 2026, no event or indicator of impairment occurred which would require testing of property, plant and equipment related to continuing operations.

GRIFFON CORPORATION AND SUBSIDIARIES

6 unchanged sentences

The expected allowance for credit losses represents estimated uncollectible receivables associated with potential customer defaults on contractual payment obligations (usually due to customers’ potential insolvency) and estimates for returns.

As of December 31, 2025 and September 30, 2025, the allowance for credit losses includes an allowance for sales returns of $ 3,447 and $ 2,876 , respectively.

As of March 31, 2026 and September 30, 2025, the allowance for credit losses includes an allowance for sales returns of $ 2,245 and $ 2,429 , respectively.

The allowance for credit losses includes amounts for certain customers where a risk of default has been specifically identified, as well as an amount for customer defaults, based on a formula, when it is determined the risk of some default is probable and estimable, but cannot yet be associated with specific customers.

4 unchanged sentences

All accounts receivable amounts are expected to be collected in less than one year.

Based on a review of the Company's policies and procedures across all segments, including the aging of its trade receivables, recent write-off history and other factors related to future macroeconomic conditions, Griffon determined that its method to determine expected allowances for credit losses is in accordance with the accounting guidance for credit losses on financial instruments, including trade receivables, in all material respects.

Based on a review of the Company's policies and procedures, including the aging of its trade receivables, recent write-off history and other factors related to future macroeconomic conditions, Griffon determined that its method to determine expected allowances for credit losses is in accordance with the accounting guidance for credit losses on financial instruments, including trade receivables, in all material respects.

The following table provides a roll-forward of the allowance for credit losses that is deducted from gross accounts receivable to present the net amount expected to be collected:

Three months ended December 31,

Six Months Ended March 31,

Beginning Balance, October 1 $ 5,641 $ 6,223

1 unchanged sentence

Amounts written off charged against the allowance ( 160 ) ( 143 )

Other, primarily foreign currency translation 129 ( 68 )

Ending Balance, December 31 $ 11,354 $ 11,766

Other 302 587

Ending Balance, March 31 $ 5,999 $ 6,358

GRIFFON CORPORATION AND SUBSIDIARIES

2 unchanged sentences

NOTE 7 – GOODWILL AND OTHER INTANGIBLES

The following table provides a summary of the carrying value of goodwill by segment as of December 31, 2025 and September 30, 2025, as follows:

Home and Building Products $ 191,253

Consumer and Professional Products 1,664

Total $ 192,917

The carrying value of goodwill as of March 31, 2026 and September 30, 2025 was $ 191,253 .

The following table provides the gross carrying value and accumulated amortization for each major class of intangible assets:

At December 31, 2025 At September 30, 2025

At March 31, 2026 At September 30, 2025

Gross Carrying Amount Accumulated

2 unchanged sentences

Customer relationships & other $ 272,692 $ 61,886 15 $ 284,984 $ 61,291

Technology and patents 18,951 10,539 10 18,596 10,147

Technology, patents & other

6,637 4,061 3 7,707 4,038

Total amortizable intangible assets 279,329 65,947 292,691 65,329

1 unchanged sentence

Total intangible assets $ 415,922 $ 65,947 $ 429,284 $ 65,329

The gross carrying amount of intangible assets was favorably impacted by $ 1,581 related to foreign currency translation.

Amortization expense for intangible assets was $ 5,859 and $ 5,764 for the quarters ended December 31, 2025 and 2024, respectively.

Amortization expense for intangible assets was $ 3,682 and $ 3,642 for the quarters ended March 31, 2026 and 2025, respectively and $ 7,342 and $ 7,262 for the six months ended March 31, 2026 and 2025, respectively.

Amortization expense for the remainder of 2026 and the next five fiscal years and thereafter, based on current intangible balances and classifications, is estimated as follows:

6 unchanged sentences

thereafter $ 131,972 .

Indicators of impairment were not present for any of Griffon's reporting units during the three months ended December 31, 2025 and 2024, respectively.

Indicators of impairment related to the Company's continuing operations Goodwill and Intangible Assets were not present during the six months ended March 31, 2026 and 2025.

NOTE 8 – INCOME TAXES

During the quarter ended December 31, 2025, the Company recognized a tax provision of $ 25,579 on income before taxes of $ 89,966 , compared to a tax provision of $ 26,569 on income before taxes of $ 97,420 in the prior year quarter.

The current year quarter results included the impact of retirement plan events of $ 1,609 ($ 1,224 , net of tax);

loss from debt extinguishment of $ 556 ($ 423 , net of tax);

and discrete and certain other tax provisions, net, that affect comparability of $ 268 .

The prior year quarter results included a gain on the sale of real estate of $ 7,974 ($ 5,943 , net of tax);

strategic review costs - retention and other of $ 1,651 ($ 1,215 , net of tax);

During the quarter ended March 31, 2026, the Company recognized a tax provision of $ 18,038 on income before taxes from continuing operations of $ 64,975 , compared to a tax provision of $ 17,782 on income before taxes from continuing operations of $ 67,587 in the prior year quarter.

The current year quarter results includes the impact of retirement plan events of $ 1,609 ($ 1,225 , net of tax);

and discrete and certain other tax benefits, net, that affect comparability of $ 14 .

Excluding these items, the effective tax rates for the quarters ended December 31, 2025 and 2024 were 28.0 % and 27.7 %, respectively.

The prior year quarter results included strategic review costs - retention and other of $ 889 ($ 670 , net of tax);

and discrete and certain other tax benefits, net, that affect comparability of $ 1,006 .

Excluding these items, the effective tax rates for the quarters ended March 31, 2026 and 2025 were 27.7 % and 27.8 %, respectively.

During the six months ended March 31, 2026, the Company recognized a tax provision of $ 38,189 on income before taxes from continuing operations of $ 140,698 , compared to a tax provision of $ 38,516 on income before taxes from continuing operations of $ 147,457 in the comparable prior year period.

The six month period ended March 31, 2026 included the impact of retirement plan events of $ 3,218 ($ 2,451 , net of tax);

loss from debt extinguishment of $ 556 , ($ 423 , net of tax);

and discrete and other tax provisions, net, that affect comparability of $ 215 .

The six month period ended March 31, 2025 included strategic review costs - retention and other of $ 1,778 ($ 1,339 , net of tax);

and discrete and other tax benefits, net, that affect comparability of $ 1,134 .

Excluding these items, the effective tax rate for both the six months ended March 31, 2026 and 2025 was 26.9 %.

Subsequent to the actions discussed in Note 1, the Company has recorded a deferred tax liability of $ 13,865 relating to the outside book to tax difference of North America discontinued operations, offset by a deferred tax asset of $ 22,086 relating to the outside book to tax basis difference in foreign discontinued operations.

Under ASC 740-30, the Company is no longer permanently reinvested in the discontinued operations of Canada, Australia, and U.K.

GRIFFON CORPORATION AND SUBSIDIARIES

2 unchanged sentences

NOTE 9 – LONG-TERM DEBT

Debt at December 31, 2025 and September 30, 2025 consisted of the following:

At December 31, 2025 At September 30, 2025

Debt at March 31, 2026 and September 30, 2025 consisted of the following:

At March 31, 2026 At September 30, 2025

Outstanding Balance Original Issuer Premium/(Discount) Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate Outstanding Balance Original Issuer Premium/(Discount) Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate

Senior notes due 2028 (a) $ 974,775 $ 97 ( 3,871 ) $ 971,001 5.75 % $ 974,775 $ 121 $ ( 4,880 ) $ 970,016 5.75 %

Term Loan B due 2029 (b) 389,000 ( 371 ) ( 3,356 ) 385,273 Variable 449,000 ( 461 ) ( 4,169 ) 444,370 Variable

Term loan B due 2029

(b) 387,000 ( 341 ) ( 3,084 ) 383,575 Variable 449,000 ( 461 ) ( 4,169 ) 444,370 Variable

Revolver due 2028 (b) 50,000 — ( 1,740 ) 48,260 Variable — — ( 2,113 ) ( 2,113 ) Variable

Non US lines of credit (c) — — ( 9 ) ( 9 ) Variable — — ( 34 ) ( 34 ) Variable

(d) 384 — — 384 Variable 251 — — 251 Variable

Totals 1,411,793 ( 244 ) ( 8,695 ) 1,402,854 1,423,811 ( 340 ) ( 11,162 ) 1,412,309

1 unchanged sentence

Long-term debt $ 1,403,775 $ ( 244 ) $ ( 8,695 ) $ 1,394,836 $ 1,415,778 $ ( 340 ) $ ( 11,162 ) $ 1,404,276

Interest expense for the three months ended December 31, 2025 and 2024 consists of the following:

Three Months Ended December 31, 2025 Three Months Ended December 31, 2024

Interest expense for the three and six months ended March 31, 2026 and 2025 consists of the following:

Three Months Ended March 31, 2026 Three Months Ended March 31, 2025

Effective Interest Rate Cash Interest Amort.

7 unchanged sentences

Revolver due 2028 (b) Variable 657 — 187 844 Variable 1,669 — 187 1,856

Non US lines of credit (c) Variable 80 — 25 105 Variable 2 — 2 4

Other long term debt (d) Variable 8 — — 8 Variable 33 — — 33

4 unchanged sentences

(US dollars and non US currencies in thousands, except per share data)

Six Months Ended March 31, 2026 Six Months Ended March 31, 2025

Effective Interest Rate Cash Interest Amort.

Debt (Premium)/Discount Amort.

Debt Issuance Costs & Other Fees Total Interest Expense Effective Interest Rate Cash Interest Amort.

Debt (Premium)/Discount Amort.

Debt Issuance Costs

& Other Fees Total Interest Expense

Senior notes due 2028 (a) 6.0 % $ 28,024 $ ( 24 ) $ 1,009 $ 29,009 6.0 % $ 28,032 $ ( 24 ) $ 1,010 $ 29,018

Term Loan B due 2029 (b) 6.2 % 12,388 65 585 13,038 7.0 % 15,383 69 625 16,077

Revolver due 2028 (b) Variable 905 — 373 1,278 Variable 3,546 — 373 3,919

Other long term debt

Capitalized interest ( 204 ) — — ( 204 ) ( 366 ) — — ( 366 )

Totals $ 41,122 $ 41 $ 1,967 $ 43,130 $ 46,642 $ 45 $ 2,008 $ 48,695

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

(a) During 2020, Griffon issued, at par, $ 1,000,000 of 5.75 % Senior Notes due 2028 (the “Senior Notes”).

2 unchanged sentences

During 2022, Griffon purchased $ 25,225 of Senior Notes in the open market at a weighted average discount of 91.82 % of par, or $ 23,161 .

As of December 31, 2025, outstanding Senior Notes due totaled $ 974,775 ;

As of March 31, 2026, outstanding Senior Notes due totaled $ 974,775 ;

interest is payable semi-annually on March 1 and September 1.

1 unchanged sentence

The Senior Notes were registered under the Securities Act of 1933, as amended (the "Securities Act") via an exchange offer.

The fair value of the Senior Notes approximated $ 972,338 on December 31, 2025 based upon quoted market prices (Level 1 inputs).

At December 31, 2025, $ 4,376 of underwriting fees and other expenses incurred remained to be amortized.

The fair value of the Senior Notes approximated $ 966,246 on March 31, 2026 based upon quoted market prices (Level 1 inputs).

At March 31, 2026, $ 3,871 of underwriting fees and other expenses incurred remained to be amortized.

(b) On January 24, 2022, Griffon amended and restated its Credit Agreement (the "Credit Agreement") to provide for a new $ 800,000 Term Loan B facility, due January 24, 2029, in addition to the revolving credit facility (the "Revolver") provided for under the Credit Agreement.

2 unchanged sentences

The amendment reduced the margin above Secured Overnight Financing Rate ("SOFR") by 0.25 %, eliminated the credit spread adjustment and reduced the SOFR floor from 0.50 % to 0 %.

The Term Loan B bears interest at the Term SOFR rate plus a spread of 2.00 % ( 5.68 % as of December 31, 2025).

The Term Loan B bears interest at the Term SOFR rate plus a spread of 2.00 % ( 5.66 % as of March 31, 2026).

The Term Loan B facility continues to require nominal quarterly principal payments of $ 2,000 , potential additional annual principal payments based on a percentage of excess cash flow and certain secured leverage thresholds and a final balloon payment due at maturity.

3 unchanged sentences

Term Loan B borrowings are secured by the same collateral that secures borrowings under the Revolver, on an equal and ratable basis.

The fair value of the Term Loan B facility approximated $ 390,459 on December 31, 2025 based upon quoted market prices (Level 1 inputs).

During the quarter ended December 31, 2025, Griffon prepaid $ 58,000 of the aggregate principal amount outstanding under the Term Loan B facility, in addition to the required principal payment of $ 2,000 .

The fair value of the Term Loan B facility approximated $ 387,484 on March 31, 2026 based upon quoted market prices (Level 1 inputs).

During the six months ended March 31, 2026, Griffon prepaid $ 58,000 of the aggregate principal amount outstanding under the Term Loan B facility, in addition to the required principal payments of $ 4,000 .

In connection with this prepayment Griffon recognized a $ 556 loss on debt extinguishment, $ 500 related to the write-off of underwriting fees and other expenses and $ 56 of the original issue discount.

Since the inception of the loan, Griffon has prepaid $ 383,000 aggregate principal amount of the Term Loan B, which permanently reduced the outstanding balance.

As of December 31, 2025, the Term Loan B outstanding balance was $ 389,000 .

At December 31, 2025, unamortized costs of $ 3,356 related to existing and new Term Loan B facility lenders will continue to be amortized over the term of the loan.

As of March 31, 2026, the Term Loan B outstanding balance was $ 387,000 .

At March 31, 2026, unamortized costs of $ 3,084 related to existing and new Term Loan B facility lenders will continue to be amortized over the term of the loan.

On August 1, 2023, Griffon amended and restated the Credit Agreement to increase the maximum borrowing availability under the Revolver from $ 400,000 to $ 500,000 and extend the maturity date of the Revolver from March 22, 2025 to August 1, 2028.

4 unchanged sentences

Interest is payable on borrowings at either a SOFR, Sterling Overnight Index Average ("SONIA") or base rate benchmark rate, plus an applicable margin, which adjusts based on financial performance.

Griffon's SOFR loans accrue interest at Term SOFR plus a credit adjustment spread and a margin of 1.75 % ( 5.53 % at December 31, 2025);

SONIA loans accrue interest at SONIA Base Rate plus a credit adjustment spread and a margin of 1.75 % ( 5.51 % at December 31, 2025);

and base rate loans accrue interest at prime rate plus a margin of 0.75 % ( 7.50 % at December 31, 2025).

Griffon's SOFR loans accrue interest at Term SOFR plus a credit adjustment spread and a margin of 1.75 % ( 5.51 % at March 31, 2026);

SONIA loans accrue interest at SONIA Base Rate plus a credit adjustment spread and a margin of 1.75 % ( 5.51 % at March 31, 2026);

and base rate loans accrue interest at prime rate plus a margin of 0.75 % ( 7.50 % at March 31, 2026).

GRIFFON CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(US dollars and non US currencies in thousands, except per share data)

At December 31, 2025, under the Credit Agreement, there were no outstanding borrowings on the Revolver;

At March 31, 2026, under the Credit Agreement, there was $ 50,000 in outstanding borrowings on the Revolver;

outstanding standby letters of credit were $ 13,152 ;

3 unchanged sentences

Both the Revolver and Term Loan B borrowings under the Credit Agreement are guaranteed by Griffon’s material domestic subsidiaries and are secured, on a first priority basis, by substantially all domestic assets of the Company and the guarantors.

(“Garant”), a Griffon wholly owned subsidiary, entered into a CAD 15,000 revolving credit facility, which expired in December 2024.

In January 2025, Garant entered into a new CAD 20,000 revolving credit facility that was renewed in January 2026 and is renewable annually upon mutual agreement with the lender.

The new facility accrues interest at Canadian Overnight Repo Rate Average (“CORRA”) plus a credit adjustment spread and a margin of 1.2 % ( 3.80 % as of December 31, 2025).

At December 31, 2025, there were no outstanding borrowings under the revolving credit facility with CAD 20,000 ($ 14,618 as of December 31, 2025) available.

During 2023, Griffon Australia Holdings Pty Ltd and its Australian subsidiaries (collectively, "Griffon Australia") amended its AUD 15,000 receivable purchase facility to AUD 30,000 .

The receivable purchase facility was renewed in March 2025 and now matures in March 2026, but is renewable annually upon mutual agreement with the lender.

The receivable purchase facility accrues interest at Bank Bill Swap Rate plus 1.25 % per annum ( 4.80 % at December 31, 2025).

At December 31, 2025, there was no balance outstanding under the receivable purchase facility with AUD 30,000 ($ 20,109 as of December 31, 2025) available.

The receivable purchase facility is secured by substantially all of the assets of Griffon Australia and its subsidiaries.

Griffon Australia is required to maintain a certain minimum equity level.

(d) The balance in other long-term debt consists of finance leases.

At December 31, 2025, Griffon and its subsidiaries were in compliance with the terms and covenants of its credit and loan agreements.

At March 31, 2026, Griffon and its subsidiaries were in compliance with the terms and covenants of its credit and loan agreements.

NOTE 10 — SHAREHOLDERS’ EQUITY AND EQUITY COMPENSATION

During the three months ended December 31, 2025, the Company paid a quarterly cash dividend of $ 0.22 per share.

During the six months ended March 31, 2026, the Company paid two quarterly cash dividends of $ 0.22 per share.

During fiscal year 2025, the Company paid four quarterly cash dividends of $ 0.18 per share, totaling $ 0.72 .

1 unchanged sentence

such dividends will be released upon vesting of the underlying restricted shares.

At December 31, 2025, accrued dividends were $ 1,855 .

At March 31, 2026, accrued dividends were $ 1,836 .

The Company currently intends to pay dividends each quarter;

6 unchanged sentences

employees of Griffon, who were not members of a collective bargaining unit, were automatically eligible to participate in the plan on the October 1st following completion of one qualifying year of service (as defined in the plan).

During the three months ended December 31, 2024 the final loan payment was made by the ESOP to the Company and compensation expense for the period was fully offset by dividends paid.

As of December 31, 2025, there were 3,903,275 shares of common stock in the ESOP, all of which were allocated to participant accounts.

On February 4, 2026, the Board of Directors declared a quarterly cash dividend of $ 0.22 per share, payable on March 18, 2026 to shareholders of record as of the close of business on February 27, 2026.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

During the first quarter of fiscal 2025, the final loan payment was made by the ESOP to the Company and compensation expense for the period was fully offset by dividends paid.

As of March 31, 2026, there were 3,777,638 shares of common stock in the ESOP, all of which were allocated to participant accounts.

On May 6, 2026, the Board of Directors declared a quarterly cash dividend of $ 0.22 per share, payable on June 17, 2026 to shareholders of record as of the close of business on May 29, 2026.

On January 29, 2016, shareholders approved the Griffon Corporation 2016 Equity Incentive Plan (the "Original Incentive Plan") pursuant to which, among other things, awards of performance shares, performance units, stock options, stock appreciation rights, restricted shares, restricted stock units, deferred shares and other stock-based awards may be granted.

7 unchanged sentences

The maximum number of shares of common stock available for award under the Amended Incentive Plan is 8,850,000 ( 600,000 of which may be issued as incentive stock options), plus (i) any shares that were reserved for issuance under the Original Incentive Plan as of the effective date of the Original Incentive Plan, and (ii) any shares underlying awards outstanding on such date under the 2011 Incentive Plan that were subsequently canceled or forfeited.

As of December 31, 2025, there were 1,268,348 shares available for grant.

As of March 31, 2026, there were 1,316,946 shares available for grant.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

Compensation expense for restricted stock and restricted stock units is recognized ratably over the required service period based on the fair value of the grant, calculated as the number of shares or units granted multiplied by the stock price on the date of grant, and for performance shares, including performance units, the likelihood of achieving the performance criteria.

3 unchanged sentences

Compensation cost related to stock-based awards with graded vesting, generally over a period of three years , is recognized using the straight-line attribution method and recorded within SG&A expenses.

The Company’s compensation expense relating to all stock-based incentive plans was $ 6,427 and $ 5,378 for the three months ended December 31, 2025 and 2024, respectively.

The Company’s compensation expense relating to all stock-based incentive plans was $ 7,688 and $ 6,182 for the three months ended March 31, 2026 and 2025, respectively, and $ 13,758 and $ 11,262 for the six months ended March 31, 2026 and 2025, respectively.

During the first quarter of 2026, Griffon granted 147,398 shares of restricted stock and restricted stock units to 29 executives and key employees, subject to certain performance conditions, with a vesting period of thirty-six months and a total fair value of $ 9,855 , or a weighted average fair value of $ 66.86 per share.

2 unchanged sentences

The total estimated fair value of these restricted shares, assuming achievement of the performance conditions at target, is $ 14,326 , or a weighted average fair value of $ 80.87 per share (based on the target number of shares).

On November 13, 2024, Griffon announced that the Board of Directors approved an additional increase of $ 400,000 to its share repurchase authorization.

During the second quarter of 2026, Griffon granted 13,400 shares of restricted stock to non-employee directors of Griffon with a vesting period of one year and a fair value of $ 1,200 , or a weighted average fair value of $ 89.52 per share.

Subsequent to the second quarter of 2026, Griffon granted 5,401 shares of restricted stock to one executive with a vesting period of sixty months and a total fair value of $ 500 , or a weighted average fair value of $ 92.58 per share.

On November 13, 2024, Griffon announced that the Board of Directors approved an increase of $ 400,000 to its share repurchase authorization.

Under the authorized share repurchase program, the Company may, from time to time, purchase shares of its common stock in the open market, including pursuant to a 10b5-1 plan, pursuant to an accelerated share repurchase program or issuer tender offer, or in privately negotiated transactions.

Share repurchases during the quarter ended December 31, 2025 totaled 246,737 shares of common stock, for a total of $ 18,063 , or an average of $ 73.21 per share, excluding excise taxes of $ 181 .

As of December 31, 2025, $ 279,950 remains available under Griffon's Board authorized repurchase program.

During the quarter ended December 31, 2025, 159,856 shares, with a market value of $ 11,989 , or an average of $ 75.00 per share, were withheld to settle employee taxes due upon the vesting of restricted stock, and were added to treasury stock.

This excludes excise tax benefits of $ 143 .

During the quarter ended December 31, 2025, $ 181 was accrued for excise taxes for share repurchases, which was partially offset by the reversal of $ 143 of excise taxes to adjust for a benefit related to employee vesting.

As of December 31, 2025, $ 732 was accrued for excise taxes for share repurchases.

Share repurchases during the quarter and six months ended March 31, 2026 totaled 422,151 and 668,888 shares of common stock, respectively, for a total of $ 32,940 and $ 51,003 , respectively, or an average of $ 78.03 and $ 76.25 per share, respectively.

This excludes excise taxes incurred for share repurchases of $ 329 and $ 510 , respectively, for the quarter and six months ended March 31, 2026, respectively.

As of March 31, 2026, $ 247,010 remains available under Griffon's Board authorized repurchase program.

During the quarter and six months ended March 31, 2026, 6,304 and 166,160 shares, respectively, with a market value of $ 515 or $ 81.77 per share and $ 12,505 or $ 75.26 per share, respectively, were withheld to settle employee taxes due upon the vesting of restricted stock, and were added to treasury stock.

This excludes excise tax benefits of $ 30 and $ 173 for the quarter and six months ended March 31, 2026, respectively.

GRIFFON CORPORATION AND SUBSIDIARIES

5 unchanged sentences

The following table is a reconciliation of the share amounts (in thousands) used in computing earnings per share:

Three Months Ended December 31,

Three Months Ended March 31, Six Months Ended March 31,

2026 2025 2026 2025

Common shares outstanding 46,115 47,231 46,115 47,231

4 unchanged sentences

Weighted average shares outstanding - diluted 45,690 46,900 45,727 47,226

NOTE 12 – REPORTABLE SEGMENTS

Griffon reports its operations through two reportable segments, as follows:

• Home and Building Products ("HBP") conducts its operations through Clopay.

Founded in 1964, Clopay is the largest manufacturer and marketer of garage doors and rolling steel doors in North America.

Residential and commercial sectional garage doors are sold through professional dealers and leading home center retail chains throughout North America under the brands Clopay, Ideal, and Holmes.

NOTE 12 – REPORTABLE SEGMENT

Subsequent to the actions discussed in Note 1, Griffon now conducts its operations through one reportable segment, managed on a consolidated basis.

All prior period comparative information has been conformed to this reporting structure.

Griffon Corporation is a leading provider of residential and commercial building products.

The Company is the largest manufacturer and marketer of garage doors and rolling steel doors in North America.

Sectional garage doors for residential and commercial applications are sold under the brands Clopay, IDEAL, and Holmes.

Rolling steel door and grille products designed for commercial, industrial, institutional, and retail use are sold under the Clopay, Cornell, and Cookson brands.

• Consumer and Professional Products (“CPP”) is a global provider of branded consumer and professional tools;

residential, industrial and commercial fans;

home storage and organization products;

and products that enhance indoor and outdoor lifestyles.

CPP sells products globally through a portfolio of leading brands including AMES, since 1774, Hunter, since 1886, True Temper, and ClosetMaid.

Information on Griffon’s reportable segments is as follows:

For the Three Months Ended December 31,

REVENUE 2025 2024

Home and Building Products $ 408,004 $ 395,401

Consumer and Professional Products 241,084 236,970

Total revenue $ 649,088 $ 632,371

Griffon defines our reportable segments based on the way the Chief Operating Decision Maker ("CODM"), which is our Chief Executive Officer, manages the operations of the Company for purposes of allocating resources and assessing segment performance.

The CODM evaluates performance and allocates resources based on segment adjusted EBITDA, a non-GAAP measure, defined as income before taxes, excluding interest income and expense, depreciation and amortization, strategic review charges, non-cash impairment charges, restructuring charges, and acquisition related expenses, as well as other items that may affect comparability, as applicable.

Segment adjusted EBITDA also excludes unallocated amounts, mainly corporate overhead.

Griffon believes this information is useful to investors for the same reason.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

The following two tables provide a reconciliation of revenue to segment adjusted EBITDA and segment adjusted EBITDA to income before taxes:

Home and Building Products Consumer and Professional Products

For the Three Months Ended December 31, For the Three Months Ended December 31,

2025 2024 2025 2024

Revenue $ 408,004 $ 395,401 $ 241,084 $ 236,970

Adjusted costs of goods and services (1)

( 216,965 ) ( 201,728 ) ( 165,358 ) ( 166,367 )

Adjusted selling, general and administrative expenses (2)

( 72,594 ) ( 70,694 ) ( 66,196 ) ( 65,841 )

Depreciation and amortization 4,401 4,275 11,129 11,218

Other segment items (3)

( 11 ) ( 212 ) 1,071 2,212

Segment adjusted EBITDA (4)

$ 122,835 $ 127,042 $ 21,730 $ 18,192

For the Three Months Ended December 31,

Segment adjusted EBITDA:

Home and Building Products $ 122,835 $ 127,042

Consumer and Professional Products 21,730 18,192

Segment adjusted EBITDA 144,565 145,234

Unallocated amounts, excluding depreciation (5)

( 14,984 ) ( 14,042 )

Net interest expense ( 21,747 ) ( 24,481 )

Depreciation and amortization ( 15,703 ) ( 15,614 )

Impact of retirement plan events

Loss from debt extinguishment ( 556 ) —

Gain on sale of real estate — 7,974

Strategic review - retention and other — ( 1,651 )

Income before taxes $ 89,966 $ 97,420

_____________________________

(1) Adjusted costs of goods and services excludes items that may affect comparability, as applicable, and includes depreciation and amortization.

(2) Adjusted selling, general and administrative expenses excludes strategic review - retention and other expenses, and includes depreciation and amortization.

(3) The Other segment items category includes rental income, foreign exchange gains/losses and other miscellaneous expenses.

(4) Segment adjusted EBITDA includes other income and excludes depreciation, amortization and normalized items.

(5) Unallocated amounts mainly consists of corporate overhead costs maintained at the corporate level, which are not allocated to the business segments.

These expenses include equity-based compensation costs, expenses relating to treasury, accounting, consulting, advisory, legal, tax and audit, insurance, financial reporting services and various administrative expenses related to corporate headquarters.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

For the Three Months Ended December 31,

DEPRECIATION and AMORTIZATION 2025 2024

Home and Building Products $ 4,401 $ 4,275

Consumer and Professional Products 11,129 11,218

Total segment depreciation and amortization 15,530 15,493

Corporate 173 121

Total consolidated depreciation and amortization $ 15,703 $ 15,614

For the Three Months Ended December 31,

CAPITAL EXPENDITURES

Home and Building Products $ 5,208 $ 8,831

Consumer and Professional Products 2,342 4,361

Total segment capital expenditures

Corporate 112 4,264

Total consolidated capital expenditures $ 7,662 $ 17,456

ASSETS At December 31, 2025 At September 30, 2025

Segment assets:

Home and Building Products $ 757,973 $ 770,072

Consumer and Professional Products (1)

1,172,427 1,164,957

Total segment assets 1,930,400 1,935,029

Corporate 118,414 122,607

Total continuing assets

2,048,814 2,057,636

Discontinued operations 5,988 6,001

Consolidated total $ 2,054,802 $ 2,063,637

(1) The net book value of certain owned CPP manufacturing properties, which ceased operations and have met the criteria to be classified as held for sale, totaled $ 5,534 and $ 5,609 as of December 31, 2025 and September 30, 2025, respectively.

The Company is also a leading provider of residential, industrial, and commercial ceiling fans sold under the Hunter, Casablanca, and Jan Fan brands.

Griffon is organized based on the nature of products sold by the Company, its production and distribution mode, its internal management structure and information that is regularly provided to the Chief Operating Decision Maker ("CODM"), which is our Chief Executive Officer.

The CODM reviews financial information presented on a consolidated basis when managing the operations of the Company for purposes of allocating resources and assessing performance, and measures performance using net income (loss).

There are no other significant expense categories reviewed by the CODM, other than what is presented in the Consolidated Statement of Operations and depreciation and amortization expense, which is presented in the Consolidated Statement of Cash Flows.

GRIFFON CORPORATION AND SUBSIDIARIES

2 unchanged sentences

Disaggregation of Revenue

Revenue from contracts with customers is disaggregated by end markets, segments and geographic location, as it more accurately depicts the nature and amount of the Company’s revenue.

The following table presents revenue disaggregated by end market and segment:

Three Months Ended December 31,

Revenue from contracts with customers is disaggregated by end markets as it more accurately depicts the nature and amount of the Company’s revenue.

The following table presents revenue disaggregated by end market:

Three Months Ended March 31, Six Months Ended March 31,

2026 2025 2026 2025

Residential repair and remodel (1)

3 unchanged sentences

30,468 31,581 62,947 65,433

Total Home and Building Products 408,004 395,401

Residential repair and remodel 68,202 70,259

Retail 47,340 47,263

Residential new construction 13,678 14,381

Industrial 14,066 13,854

International excluding North America 97,798 91,213

Total Consumer and Professional Products 241,084 236,970

Total Consolidated Revenue $ 649,088 $ 632,371

Total $ 421,860 $ 426,684 $ 876,120 $ 870,137

_____________________

(1) The breakout between residential new construction and residential repair and remodel contains certain management assumptions, such as customer and product type.

The following table presents revenue disaggregated by geography based on the location of the Company's customer:

For the Three Months Ended December 31,

HBP CPP Total HBP CPP Total

United States $ 392,792 $ 122,525 $ 515,317 $ 378,258 $ 128,823 $ 507,081

Europe — 4,161 4,161 — 4,540 4,540

Canada 11,430 21,330 32,760 14,116 16,004 30,120

Australia — 89,826 89,826 — 83,131 83,131

All other countries 3,782 3,242 7,024 3,027 4,472 7,499

Consolidated revenue $ 408,004 $ 241,084 $ 649,088 $ 395,401 $ 236,970 $ 632,371

The Company’s long-lived assets are concentrated primarily in the United States, which accounted for approximately 85 % and 84 % of the Company’s total long-lived assets as of December 31, 2025 and September 30, 2025, respectively.

No foreign country accounted for more than 10% of the Company’s total long-lived assets as of December 31, 2025 and September 30, 2025, respectively.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

The Company’s consolidated revenue is concentrated in the United States.

Revenue generated from sales to customers in the United States was approximately 96 % of consolidated revenue for both the three and six months ended March 31, 2026.

For the three and six months ended March 31, 2025, revenue generated from sales to customers in the United States was approximately 96 % and 95 % of consolidated revenue, respectively.

As of March 31, 2026 and September 30, 2025, the Company's long-lived assets are primarily concentrated in the United States.

As the Company discloses one reportable segment, net income is reported in the Condensed Consolidated Statements of Operations, assets are reported in the Condensed Consolidated Balance Sheets, and capital expenditures are reported in the Condensed Consolidated Statements of Cash Flows.

NOTE 13 – EMPLOYEE BENEFIT PLANS

Defined benefit pension income included in Other Income (Expense), net was as follows:

Three Months Ended December 31,

Defined benefit pension and other post-retirement benefit plan expenses are as follows:

Three Months Ended March 31, Six Months Ended March 31,

2026 2025 2026 2025

Service cost $ 94 $ — $ 188 $ —

Interest cost 525 645 1,050 1,291

1 unchanged sentence

Amortization:

Prior service cost 1,609 — 3,218 —

Recognized actuarial loss 361 285 722 570

Net periodic benefit

$ ( 137 ) $ ( 301 )

Net periodic benefit plan expense $ 2,002 $ 40 $ 4,003 $ 81

The defined benefit pension and other post-retirement benefit plan expenses in the above table were recorded in Other, net on the Condensed Consolidated Statement of Operations and Comprehensive Income (Loss), except for service costs, which were recorded in selling, general and administrative expenses.

Included in the above table, is the new retiree medical plan for certain Griffon executives, which was effective August 5, 2025.

Under the plan, eligible retirees and their covered spouses are provided company-paid medical, prescription drug and dental coverage through the Company's group health plans (or if such coverage cannot be provided, an equivalent benefit), along with reimbursement for certain uncovered expenses.

During the quarter and six months ended March 31, 2026, the Company recognized a benefit plan expense of $ 1,794 and $ 3,588 , respectively, which includes a non-cash charge of $ 1,609 and $ 3,218 , respectively, related to the implementation of this retiree medical plan.

The Company expects to record non-cash charges related to implementation of the plan of $ 5,362 in 2026.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

During 2025, the Company completed the termination of the Hunter Pension Plan (the "Plan").

2 unchanged sentences

In 2025, the Company recognized a gain on the termination of the Plan of $ 2,181 , net of excise taxes, in the Consolidated Statements of Operations and Comprehensive Income (Loss).

In addition to the table above, effective August 5, 2025, the Company implemented a new retiree medical plan for certain Griffon executives.

During the quarter ended December 31, 2025, the Company recognized a benefit plan expense of $ 1,794 , which includes a non-cash charge of $ 1,609 related to the implementation of this retiree medical plan.

The Company expects to record non-cash charges related to implementation of the plan of $ 5,362 in 2026.

NOTE 14 – RECENT ACCOUNTING PRONOUNCEMENTS

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This standard is effective for the Company beginning with our fiscal year 2026 annual reporting period, and can be applied prospectively or retrospectively.

While the Company is currently evaluating the guidance to determine the impact it may have on its consolidated financial statements, the Company does not expect the adoption of this standard to have a material impact on its financial position, results of operations, or cash flows.

While the Company is currently evaluating the guidance to determine the impact it may have on its condensed consolidated financial statements, the Company does not expect the adoption of this standard to have a material impact on its financial position, results of operations, or cash flows.

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

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The required disclosures include the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation, depletion, and amortization recognized as part of oil and gas producing activities included in each relevant expense caption.

Additionally, further disclosures are required for certain amounts already required to be disclosed under current GAAP, a qualitative description of amounts remaining in relevant

Additionally, further disclosures are required for certain amounts already required to be disclosed under current GAAP, a qualitative description of amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and the total amount of selling expenses, and on an annual basis, the definition of selling expenses.

The ASU is effective for the Company beginning with the Company's fiscal year 2028 and interim reporting periods beginning with the Company's 2029 fiscal year.

Implementation of this standard may be applied prospectively or retrospectively.

The Company is currently evaluating this guidance to determine the impact it may have on its condensed consolidated financial statements.

In December 2025, the FASB issued guidance, ASU 2025-11, Interim Reporting (Topic 270):

Narrow-Scope Improvements .

The ASU clarifies interim reporting disclosure requirements by introducing a principle that entities disclose material events and changes since the most recent annual reporting period and by consolidating existing interim disclosure guidance.

ASU 2025-11 is effective for interim periods beginning after December 15, 2027, with early adoption permitted.

For the Company, the ASU will be effective for the interim period ending March 31, 2028.

The Company is currently evaluating the impact of the adoption of ASU 2025-11 on its condensed consolidated financial statements and related disclosures.

GRIFFON CORPORATION AND SUBSIDIARIES

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(US dollars and non US currencies in thousands, except per share data)

expense captions that are not separately disaggregated quantitatively, and the total amount of selling expenses, and on an annual basis, the definition of selling expenses.

The ASU is effective for the Company beginning with the Company's fiscal year 2027 and interim reporting periods beginning with the Company's 2028 fiscal year.

Implementation of this standard may be applied prospectively or retrospectively.

The Company is currently evaluating this guidance to determine the impact it may have on its consolidated financial statements.

NOTE 15 – DISCONTINUED OPERATIONS

At December 31, 2025 and September 30, 2025, Griffon’s liabilities for discontinued operations primarily relate to insurance claims, income taxes, product liability, warranty and environmental reserves, and total $ 7,984 and $ 8,726 , respectively.

Griffon's assets for discontinued operations primarily relate to insurance claims.

The following amounts summarize the total assets and liabilities which have been segregated from Griffon’s continuing operations, and are reported as assets and liabilities of discontinued operations in the Condensed Consolidated Balance Sheets:

At December 31, 2025 At September 30, 2025

Assets of discontinued operations:

The joint venture will combine the United States and Canada businesses of Griffon’s AMES Companies (“AMES”) with the Bellota Tools, Corona, and Burgon & Ball businesses of Venanpri, an ONCAP majority-owned portfolio company.

The joint venture will be managed as a subsidiary of Venanpri which, together with other affiliates of ONCAP, will hold a 57 % equity interest.

Upon closing of the transaction, Griffon will receive consideration of $ 100,000 in cash, subject to working capital adjustments, will enter into a credit agreement with the joint venture to evidence a $ 161,100 second-lien loan provided to the joint venture, and will participate in the governance and oversight of the joint venture as a 43 % equity holder.

Griffon will accrue interest receivable on the second-lien loan through the date of maturity.

The joint venture will be financed through committed debt financing, in addition to the second-lien loan provided by Griffon.

As of March 31, 2026, the Company recorded a loss of $ 22,648 on assets held for sale because the carrying value of the U.S.

and Canada businesses of the AMES Companies is greater than its estimated fair value less its cost to sell.

Griffon also announced on February 5, 2026 the initiation of a comprehensive review of strategic alternatives for its AMES Australia and United Kingdom ("U.K.") operations.

The strategic process for AMES Australia is active and ongoing and we expect to complete the process by the end of the calendar year.

As of March 31, 2026, the Company ceased its AMES U.K.

operations and will liquidate its assets and settle its liabilities.

As a result of these actions, AMES’ U.S., Canada, Australia, and U.K.

operations have been reported as discontinued operations in the Condensed Consolidated Statements of Operations for all periods presented.

Except for certain U.K.

assets and liabilities not held for sale, we classified the assets and liabilities associated with the AMES' U.S., Canada, Australia and U.K.

discontinued operations as held for sale in the Condensed Consolidated Balance Sheets.

assets classified as held for sale relate to inventory and property, plant and equipment that will be sold in liquidation.

Accordingly, all references made to results and information in this Quarterly Report on Form 10-Q are to Griffon's continuing operations, unless specifically noted otherwise.

In accordance with ASC 205-20 Presentation of Financial Statements:

Discontinued Operations, a disposal of a component of an entity or a group of components of an entity is required to be reported as discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results when the component of an entity meets the held for sale criteria or is disposed of other than by sale.

In the period in which the component meets the discontinued operations criteria, the major current assets, other assets, current liabilities, and noncurrent liabilities shall be reported as components of total assets and liabilities separate from those balances of the continuing operations except as noted above for certain U.K.

assets and liabilities not held for sale.

At the same time, the results of all discontinued operations, less applicable income taxes (benefit), shall be reported as components of net income (loss) separate from the net income (loss) of continuing operations.

The following amounts related to AMES have been segregated from Griffon's continuing operations and are reported as discontinued operations:

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

For the Three Months Ended March 31,

For the Six Months Ended March 31,

2026 2025 2026 2025

Revenue $ 206,349 $ 185,062 $ 401,177 $ 373,979

Cost of goods and services 159,777 131,197 296,573 267,226

Gross profit 46,572 53,865 104,604 106,753

Selling, general and administrative expenses 62,178 43,587 106,264 88,721

Income (loss) from discontinued operations

( 15,606 ) 10,278 ( 1,660 ) 18,032

Other income (expense):

Gain on sale of real estate

— 183 — 8,157

Interest income, net 141 394 150 653

Loss on expected sale of U.S.

and Canada businesses

( 22,648 ) — ( 22,648 ) —

Other, net 343 195 631 1,758

Total other income (expense) ( 22,164 ) 772 ( 21,867 ) 10,568

Income (loss) from discontinued operations before taxes

$ ( 37,770 ) $ 11,050 $ ( 23,527 ) $ 28,600

Provision (benefit) for income taxes

( 10,151 ) 4,093 ( 4,723 ) 9,928

Income (loss) from discontinued operations

$ ( 27,619 ) $ 6,957 $ ( 18,804 ) $ 18,672

As of March 31, 2026, the Company has ceased business operations of the AMES Companies in the U.K.

and recorded charges totaling $ 27,328 consisting of non-cash asset impairment charges of $ 21,282 and cash charges related to personnel-related costs and vendor agreement terminations of $ 6,046 .

Non-cash asset impairment charges of $ 21,282 related to intangible asset impairments of $ 6,609 , and inventory and fixed asset write-down charges of $ 7,340 and $ 7,333 , respectively, that have no recoverable value.

In total, $ 15,751 was recorded within selling, general and administrative expenses in discontinued operations and $ 11,577 was recorded within cost of goods and services in discontinued operations.

As of March 31, 2026, the Company recorded an expected loss of $ 22,648 ($ 31,099 , including tax provision) on assets held for sale because the carrying value of the U.S.

and Canada businesses of the AMES Companies is greater than its estimated fair value less its cost to sell.

The tax carrying value of these businesses is less than its estimated fair value less costs to sell, resulting in a tax provision of $ 8,451 .

The loss consists of a write-down of $ 14,332 to the carrying value of the U.S.

and Canada businesses to their fair value and $ 8,316 associated with the estimated costs to sell AMES' U.S.

and Canada in connection with the anticipated joint venture transaction.

Griffon recorded an additional $ 5,287 of legal and consulting costs related to the sale of the joint venture, which is included in selling, general and administrative expenses in discontinued operations.

For the three and six months ended March 31, 2026, depreciation and amortization for property, plant and equipment was $ 2,389 and $ 8,574 , respectively.

Depreciation and amortization ceased for AMES' U.S., Canada and Australia operations from the time they were classified as a discontinued operation, in accordance with accounting guidelines.

Depreciation and amortization excluded in both the three and six months ended March 31, 2026 was $ 3,576 .

Depreciation and amortization would have been $ 5,965 and $ 12,150 for the three and six months ended March 31, 2026, respectively.

For the three and six months ended March 31, 2025, depreciation and amortization was $ 6,058 and $ 12,173 , respectively.

For the three and six months ended March 31, 2026, ROU asset amortization was $ 1,451 and $ 5,762 , respectively.

ROU asset amortization ceased for the AMES' U.S., Canada and Australia operations from the time they were classified as a discontinued operation, in accordance with accounting guidelines.

ROU asset amortization excluded in both the three and six months ended March 31, 2026 was $ 2,931 .

ROU asset amortization would have been $ 4,382 and $ 8,693 for the three and six months ended March 31, 2026, respectively.

For the three and six months ended March 31, 2025, amortization on operating leases was $ 4,180 and $ 8,512 , respectively.

The following amounts related to the AMES discontinued operations have been segregated from Griffon’s continuing operations, and are reported as assets and liabilities of discontinued operations in the Condensed Consolidated Balance Sheets:

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

At March 31, 2026

At September 30,

CURRENT ASSETS

Cash and equivalents $ — $ —

Accounts receivable, net 102,956 93,850

Inventories 247,588 269,025

Prepaid and other current assets 13,918 12,282

Other long-term assets 4,688 4,699

Total assets of discontinued operations $ 5,988 $ 6,001

Liabilities of discontinued operations:

Accrued liabilities, current $ 3,241 $ 3,956

Other long-term liabilities 4,743 4,770

Total liabilities of discontinued operations $ 7,984 $ 8,726

There was no reported revenues or costs in the three months ended December 31, 2025 and 2024 for discontinued operations.

PROPERTY, PLANT AND EQUIPMENT, net 94,710 103,187

OPERATING LEASE RIGHT-OF-USE ASSETS 112,903 114,788

GOODWILL 1,664 1,664

INTANGIBLE ASSETS, net 122,758 124,159

OTHER ASSETS 21,906 16,861

VALUATION ALLOWANCE (1)

Total Assets Held for Sale

$ 695,755 $ 735,816

CURRENT LIABILITIES

Notes payable and current portion of long-term debt $ 84 $ 70

Accounts payable 65,267 79,822

Accrued liabilities 37,702 42,034

Current portion of operating lease liabilities 17,575 16,834

LONG-TERM DEBT, net 236 110

LONG-TERM OPERATING LEASE LIABILITIES 101,303 106,750

OTHER LIABILITIES 4,756 4,770

Total Liabilities Held for Sale

$ 226,923 $ 250,390

_______________________________________

(1) The Company recorded a loss of $ 22,648 consisting of a write-down of $ 14,332 for the carrying value of assets to its fair value and $ 8,316 associated with the estimated costs to sell for AMES' United States and Canada in connection with the anticipated joint venture transaction.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

NOTE 16 – OTHER INCOME (EXPENSE)

For the quarters ended December 31, 2025 and 2024, Other income (expense) of $( 1,090 ) and $ 1,832 , respectively, includes $ 71 and $ 440 , respectively, of net currency exchange gains in connection with the translation of receivables and payables denominated in currencies other than the functional currencies of Griffon and its subsidiaries, net periodic benefit plan income of $ 137 and $ 301 , respectively, net gains (losses) on investments of $( 129 ) and $ 70 , respectively, and royalty income of $ 518 and $ 590 , respectively.

Additionally, Other income (expense) includes a charge of $ 1,609 recorded in the three months ended December 31, 2025 associated with the establishment of a new retiree medical plan.

For the quarters ended March 31, 2026 and 2025, Other income (expense) of $( 1,238 ) and $ 317 , respectively, includes $ 134 and ($ 6 ), respectively, of net currency exchange gains (losses) in connection with the translation of receivables and payables denominated in currencies other than the functional currencies of Griffon and its subsidiaries, net periodic benefit plan expense of $( 1,908 ) and $( 40 ), respectively, net gains (losses) on investments of $ 122 and $( 16 ), respectively, and royalty income of $ 445 and $ 556 , respectively.

Net periodic benefit plan expense includes a charge of $ 1,609 recorded in the three months ended March 31, 2026 associated with the establishment of a new retiree medical plan.

Refer to Note 13 - Employee Benefit Plans for additional details.

For the six months ended March 31, 2026 and 2025, Other income (expense) of $( 2,616 ) and $ 586 , respectively, includes $ 283 and $( 276 ), respectively, of net currency exchange gains (losses) in connection with the translation of receivables and payables denominated in currencies other than the functional currencies of Griffon and its subsidiaries, net periodic benefit plan expense of $( 3,815 ) and $( 81 ), respectively, net gains (losses) on investments of $( 7 ) and $ 54 , respectively, and royalty income of $ 964 and $ 1,146 , respectively.

Net periodic benefit plan expense includes a charge of $ 3,218 recorded in the six months ended March 31, 2026 associated with the establishment of a new retiree medical plan.

Refer to Note 13 - Employee Benefit Plans for additional details.

NOTE 17 – WARRANTY LIABILITY

HBP and CPP offer warranties against product defects for periods generally ranging from one to ten years , with limited lifetime warranties on certain door and fan models.

Typical warranties require HBP and CPP to repair or replace the defective products during the warranty period at no cost to the customer.

The Company offers warranties against product defects for periods generally ranging from one to ten years , with limited lifetime warranties on certain door and fan models.

Typical warranties require the Company to repair or replace the defective products during the warranty period at no cost to the customer.

At the time revenue is recognized, Griffon records a liability for warranty costs, estimated based on historical experience, and periodically assesses its warranty obligations and adjusts the liability as necessary.

CPP offers an express limited warranty for a period of ninety days on all products from the date of original purchase unless otherwise stated on the product or packaging from the date of original purchase.

Warranty costs expected to be incurred in the next 12 months are classified in accrued liabilities.

Warranty costs expected to be incurred beyond one year are classified in other long-term liabilities.

The short-term warranty liability was $ 11,064 as of December 31, 2025 and $ 10,143 as of September 30, 2025.

The long-term warranty liability was $ 1,239 at both December 31, 2025 and September 30, 2025.

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

(Unless otherwise indicated, references to years or year-end refer to Griffon’s fiscal period ending September 30)

Changes in Griffon’s warranty liability, included in Accrued liabilities, for the three months ended December 31, 2025 and 2024 were as follows:

Three Months Ended December 31,

The short-term warranty liability was $ 6,542 as of March 31, 2026 and $ 5,694 as of September 30, 2025.

The long-term warranty liability was $ 1,239 at both March 31, 2026 and September 30, 2025.

Changes in Griffon’s warranty liability, included in Accrued liabilities, for the three and six months ended March 31, 2026 and 2025 were as follows:

Three Months Ended March 31, Six Months Ended March 31,

2026 2025 2026 2025

Balance, beginning of period $ 6,150 $ 5,519 $ 5,694 $ 5,524

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Balance, end of period $ 6,542 $ 6,016 $ 6,542 $ 6,016

GRIFFON CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(US dollars and non US currencies in thousands, except per share data)

NOTE 18 – OTHER COMPREHENSIVE INCOME (LOSS)

The amounts recognized in other comprehensive income (loss) were as follows:

For the Three Months Ended December 31,

For the Three Months Ended March 31,

Pre-tax Tax Net of tax Pre-tax Tax Net of tax

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Total other comprehensive income (loss) $ 2,356 $ ( 182 ) $ 2,174 $ 2,092 $ 325 $ 2,417

For the Six Months Ended March 31,

Pre-tax Tax Net of tax Pre-tax Tax Net of tax

Foreign currency translation adjustments $ 4,621 $ — $ 4,621 $ ( 17,048 ) $ — $ ( 17,048 )

Pension and other defined benefit plans 4,880 ( 1,025 ) 3,855 754 ( 158 ) 596

Cash flow hedges ( 2,500 ) 750 ( 1,750 ) 1,671 ( 501 ) 1,170

Total other comprehensive income (loss) $ 7,001 $ ( 275 ) $ 6,726 $ ( 14,623 ) $ ( 659 ) $ ( 15,282 )

The components of Accumulated other comprehensive income (loss) are as follows:

At December 31, 2025 At September 30, 2025

At March 31, 2026 At September 30, 2025

Foreign currency translation adjustments $ ( 40,534 ) $ ( 45,155 )

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Amounts reclassified from accumulated other comprehensive income (loss) to income were as follows:

For the Three Months Ended December 31,

For the Three Months Ended March 31, For the Six Months Ended March 31,

Gain (Loss) 2026 2025 2026 2025

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Components of operating lease costs are as follows:

For the Three Months Ended December 31,

For the Three Months Ended March 31, For the Six Months Ended March 31,

2026 2025 2026 2025

Fixed $ 4,808 $ 5,478 $ 10,197 $ 10,694

Variable (a), (b)

1,872 1,899 3,508 3,810

Short-term (b)

363 285 903 537

Total $ 7,043 $ 7,662 $ 14,608 $ 15,041

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(US dollars and non US currencies in thousands, except per share data)

Supplemental cash flow information were as follows:

For the Three Months Ended December 31,

Supplemental cash flow information was as follows:

For the Six Months Ended March 31,

Cash paid for amounts included in the measurement of lease liabilities:

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Total $ 24,467 $ 11,301

Supplemental Condensed Consolidated Balance Sheet information related to leases were as follows:

December 31, 2025 September 30, 2025

Supplemental Condensed Consolidated Balance Sheet information related to leases was as follows:

March 31, 2026 September 30, 2025

Operating Leases:

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Total financing lease liabilities $ 18 $ 36

(1) Finance lease assets are recorded net of accumulated depreciation of $ 755 and $ 1,399 as of December 31, 2025 and September 30, 2025, respectively.

(1) Finance lease assets are recorded net of accumulated depreciation of $ 78 and $ 66 as of March 31, 2026 and September 30, 2025, respectively.

GRIFFON CORPORATION AND SUBSIDIARIES

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(US dollars and non US currencies in thousands, except per share data)

The aggregate future maturities of lease payments for operating leases and finance leases as of December 31, 2025 are as follows:

The aggregate future maturities of lease payments for operating leases and finance leases as of March 31, 2026 are as follows:

Operating Leases Finance Leases

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2029 12,084 —

2030 22,721 44

2031 16,136 10

Thereafter 14,008 —

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Present value of lease liabilities $ 72,433 $ 18

(a) Excluding the quarter ended December 31, 2025.

Average lease terms and discount rates at December 31, 2025 were as follows:

(a) Excluding the six months ended March 31, 2026.

Average lease terms and discount rates at March 31, 2026 were as follows:

Weighted-average remaining lease term (years):

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Management believes, based on facts presently known to it, that the resolution of the matters above and such other matters will not have a material adverse effect on Griffon’s consolidated financial position, results of operations or cash flows.

NOTE 21 — SUBSEQUENT EVENT