What changed in this filing

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Item 1. Financial Statements

2025-10-30 compared with 2025-07-31 · 226 added, 155 removed, 710 unchanged (35% of the section changed)

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

5 unchanged sentences

Restructuring and related charges, net 7,745 2,610 31,128 4,787

Operating (loss) income ( 52,510 ) 58,449 ( 24,886 ) 113,975

Operating income 46,641 51,718 21,755 165,693

Other (expense) income, net ( 270 ) 783 ( 1,632 ) 2,285

Interest expense ( 10,941 ) ( 10,347 ) ( 33,265 ) ( 31,925 )

(Loss) income before taxes and equity in net income of associated companies ( 65,942 ) 48,117 ( 48,572 ) 93,899

Income (loss) before taxes and equity in net income of associated companies 35,430 42,154 ( 13,142 ) 136,053

Taxes on income before equity in net income of associated companies 9,266 12,167 22,280 40,453

(Loss) income before equity in net income of associated companies ( 71,414 ) 32,339 ( 61,586 ) 65,613

Income (loss) before equity in net income of associated companies 26,164 29,987 ( 35,422 ) 95,600

Equity in net income of associated companies 4,322 2,385 12,262 6,940

Net (loss) income ( 66,563 ) 34,910 ( 53,646 ) 70,168

Net income (loss) 30,486 32,372 ( 23,160 ) 102,540

Net income attributable to noncontrolling interest 17 26 29 82

Net (loss) income attributable to Quaker Chemical Corporation $ ( 66,580 ) $ 34,885 $ ( 53,658 ) $ 70,112

Net income (loss) attributable to Quaker Chemical Corporation $ 30,469 $ 32,346 $ ( 23,189 ) $ 102,458

Per share data:

Net (loss) income attributable to Quaker Chemical Corporation common shareholders – basic $ ( 3.78 ) $ 1.94 $ ( 3.04 ) $ 3.90

Net (loss) income attributable to Quaker Chemical Corporation common shareholders – diluted $ ( 3.78 ) $ 1.94 $ ( 3.04 ) $ 3.89

Net income (loss) attributable to Quaker Chemical Corporation common shareholders – basic $ 1.75 $ 1.81 $ ( 1.32 ) $ 5.71

Net income (loss) attributable to Quaker Chemical Corporation common shareholders – diluted $ 1.75 $ 1.81 $ ( 1.32 ) $ 5.70

Dividends declared $ 0.508 $ 0.485 $ 1.478 $ 1.395

5 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Net (loss) income $ ( 66,563 ) $ 34,910 $ ( 53,646 ) $ 70,168

Other comprehensive income (loss), net of tax

Net income (loss) $ 30,486 $ 32,372 $ ( 23,160 ) $ 102,540

Other comprehensive (loss) income, net of tax

Currency translation adjustments ( 400 ) 41,529 88,741 ( 2,700 )

1 unchanged sentence

Current period change in fair value of derivatives ( 332 ) ( 4,024 ) ( 1,024 ) ( 1,694 )

Unrealized (loss) gain on available-for-sale securities ( 207 ) ( 44 ) ( 511 ) 1

Other comprehensive income (loss) 60,601 ( 18,774 ) 86,569 ( 41,419 )

Comprehensive (loss) income ( 5,962 ) 16,136 32,923 28,749

Comprehensive (income) loss attributable to noncontrolling interest ( 144 ) ( 26 ) ( 143 ) 16

Comprehensive (loss) income attributable to Quaker Chemical Corporation $ ( 6,106 ) $ 16,110 $ 32,780 $ 28,765

Unrealized gain (loss) on available-for-sale securities 362 325 ( 149 ) 326

Other comprehensive (loss) income ( 148 ) 37,308 86,421 ( 4,111 )

Comprehensive income 30,338 69,680 63,261 98,429

Comprehensive income attributable to noncontrolling interest ( 21 ) ( 20 ) ( 164 ) ( 4 )

Comprehensive income attributable to Quaker Chemical Corporation $ 30,317 $ 69,660 $ 63,097 $ 98,425

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

3 unchanged sentences

Dollars in thousands, except par value)

September 30,

2025 December 31,

36 unchanged sentences

issued and outstanding

June 30, 2025 – 17,394,128 shares;

September 30, 2025 – 17,367,942 shares;

December 31, 2024 – 17,673,607 shares

12 unchanged sentences

Dollars in thousands)

Six Months Ended

Nine Months Ended

September 30,

Cash flows from operating activities

Net (loss) income $ ( 23,160 ) $ 102,540

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

Adjustments to reconcile net (loss) income to net cash provided by operating activities:

Depreciation and amortization 68,471 63,159

29 unchanged sentences

Effect of foreign exchange rate changes on cash 7,000 ( 1,124 )

Net increase (decrease) in cash and cash equivalents 13,038 ( 5,959 )

Net (decrease) increase in cash and cash equivalents ( 16,842 ) 17,547

Cash and cash equivalents at the beginning of the period 188,880 194,527

25 unchanged sentences

Balance as of June 30, 2024 $ 17,941 $ 938,436 $ 604,404 $ ( 165,762 ) $ 587 $ 1,395,606

Balance as of December 31, 2024 $ 17,674 $ 903,781 $ 633,731 $ ( 201,619 ) $ 616 $ 1,354,183

Net income — — 32,346 — 26 32,372

2 unchanged sentences

— — ( 8,647 ) — — ( 8,647 )

Shares purchased under share repurchase program, net of excise taxes ( 89 ) ( 14,624 ) — — — ( 14,713 )

Share issuance and equity-based compensation plans — 4,344 — — — 4,344

Balance as of September 30, 2024 $ 17,852 $ 928,156 $ 628,103 $ ( 128,448 ) $ 607 $ 1,446,270

Quaker Chemical Corporation

Condensed Consolidated Statements of Changes in Equity

Dollars in thousands, except per share amounts)

Stock Capital in Excess of Par Value Retained

Earnings Accumulated Other

Comprehensive Loss Noncontrolling

Interest Total

Balance as of December 31, 2024 $ 17,674 $ 903,781 $ 633,731 $ ( 201,619 ) $ 616 $ 1,354,183

Net income (loss) — — 12,922 — ( 5 ) 12,917

Amounts reported in other comprehensive income — — — 25,964 4 25,968

Dividends ($ 0.485 per share)

— — ( 8,574 ) — — ( 8,574 )

Shares purchased under share repurchase program, net of excise taxes — — — — — —

Share issuance and equity-based compensation plans, net 6 2,000 — — — 2,006

8 unchanged sentences

Balance as of June 30, 2025 $ 17,394 $ 876,969 $ 563,063 $ ( 115,181 ) $ 3,210 $ 1,345,455

Net income — — 30,469 — 17 30,486

Amounts reported in other comprehensive (loss) income — — — ( 152 ) 4 ( 148 )

Dividends ($ 0.508 per share)

— — ( 8,826 ) — — ( 8,826 )

Shares purchased under share repurchase program, net of excise taxes ( 30 ) ( 3,806 ) — — — ( 3,836 )

Share issuance and equity-based compensation plans, net 4 3,748 — — — 3,752

Balance as of September 30, 2025 $ 17,368 $ 876,911 $ 584,706 $ ( 115,333 ) $ 3,231 $ 1,366,883

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

10 unchanged sentences

Pension and Other Postretirement Benefits

Other ( E xpense) I ncome, net

Other (Expense) Income, net

Earnings Per Share

8 unchanged sentences

Note 1 – Basis of Presentation and Description of Business

As used in these Notes to Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q for the period ended June 30, 2025 (the “Report”), the terms “Quaker Houghton,” the “Company,” “we,” and “our” refer to Quaker Chemical Corporation (doing business as Quaker Houghton), its subsidiaries, and associated companies, unless the context otherwise requires.

As used in these Notes to Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q for the period ended September 30, 2025 (the “Report”), the terms “Quaker Houghton,” the “Company,” “we,” and “our” refer to Quaker Chemical Corporation (doing business as Quaker Houghton), its subsidiaries, and associated companies, unless the context otherwise requires.

Basis of Presentation

4 unchanged sentences

In the opinion of management, the financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair statement of the financial position, results of operations, and cash flows for the interim periods.

The results for the six months ended June 30, 2025 are not necessarily indicative of the results to be expected for the full year.

The results for the nine months ended September 30, 2025 are not necessarily indicative of the results to be expected for the full year.

These financial statements should be read in conjunction with the Company’s Annual Report filed on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”).

11 unchanged sentences

GAAP effective July 1, 2018 and April 1, 2022, respectively.

As of and for the three and six months ended June 30, 2025, the Company’s Argentine and Turkish subsidiaries together represented approximately 1 % and 2 % of the Company’s consolidated total assets and net sales, respectively.

During the three and six months ended June 30, 2025, the Company recorded $ 0.7 million and $ 1.2 million of remeasurement losses associated with the applicable currency conversions, respectively.

Comparatively, during the three and six months ended June 30, 2024, the Company recorded $ 0.6 million of remeasurement losses and $ 0.3 million of remeasurement gains associated with the applicable currency conversions, respectively.

These losses and gains were recorded within Other (expense) income, net, in the Company’s Condensed Consolidated Statements of Operations.

As of and for the three and nine months ended September 30, 2025, the Company’s Argentine and Turkish subsidiaries together represented approximately 1 % and 2 % of the Company’s consolidated total assets and net sales, respectively.

During the three and nine months ended September 30, 2025, the Company recorded $ 0.9 million and $ 2.1 million of remeasurement losses associated with the applicable currency conversions, respectively.

Comparatively, during the three and nine months ended September 30, 2024, the Company recorded $ 0.6 million and $ 0.3 million of remeasurement losses associated with the applicable currency conversions, respectively.

These losses were recorded within Other (expense) income, net, in the Company’s Condensed Consolidated Statements of Operations.

Note 2 – Business Acquisitions

3 unchanged sentences

The Company funded the acquisition purchase price with borrowings under its existing credit facility.

In connection with the acquisition of Dipsol, the Company entered into foreign currency forward contracts, which resulted in a $ 187.0 million cash payment and a $ 1.4 million foreign currency loss recognized during the six months ended June 30, 2025.

Dipsol is headquartered in Japan and is a leading supplier of surface treatment and plating solutions and services primarily for the automotive and other industrial applications end markets.

5 unchanged sentences

Dollars in thousands, except per share amounts, unless otherwise stated)

The following table presents the preliminary estimated fair values of Dipsol assets acquired and liabilities assumed:

Dipsol Assets Acquired and Liabilities Assumed on April 1, 2025

The following table presents the preliminary estimated fair values of Dipsol assets acquired and liabilities assumed as of the acquisition date:

Dipsol Assets Acquired and Liabilities Assumed

Dollars in thousands

Estimated Fair Value (1)

Fair value of assets acquired

19 unchanged sentences

Total Consideration $ 185,613

As of June 30, 2025, the allocation of the purchase price has not been finalized and the one-year measurement period has not ended.

The Company recorded approximately $ 0.2 million of measurement period adjustments in the third quarter of 2025 to reflect changes in net working capital.

All measurement period adjustments were offset against goodwill.

As of September 30, 2025, the allocation of the purchase price has not been finalized and the one-year measurement period has not ended.

Further adjustments may be necessary as a result of the Company’s ongoing assessment of additional information related to the fair value of assets acquired and liabilities assumed.

7 unchanged sentences

Total Intangibles $ 3,500 $ 200 $ 51,300 $ 55,000

The Company recognized $ 52.9 million of goodwill, comprised of $ 47.2 million in the Asia/Pacific segment, $ 5.3 million in the Americas segment, and $ 0.4 million in the EMEA segment.

The Company recognized $ 53.0 million of goodwill, which is comprised of $ 47.3 million in the Asia/Pacific segment, $ 5.3 million in the Americas segment, and $ 0.4 million in the EMEA segment.

The goodwill is not deductible for tax purposes.

The goodwill is primarily attributable to expected synergies.

Total sales included in the Condensed Consolidated Statement of Operations for the three and six months ended June 30, 2025 are $ 20.9 million.

Total sales included in the Condensed Consolidated Statement of Operations for the three and nine months ended September 30, 2025 are $ 20.6 million and $ 41.5 million, respectively.

Quaker Chemical Corporation

1 unchanged sentence

Dollars in thousands, except per share amounts, unless otherwise stated)

In April 2025, the Company acquired Natech, Ltd., (“Natech”) for approximately $ 6.5 million, which includes an initial cash payment of $ 6.0 million and a deferred payment of $ 0.5 million, subject to routine and customary post-closing adjustments.

Assets acquired included cash and cash equivalents of $ 1.5 million.

4 unchanged sentences

The goodwill is primarily attributable to expected growth synergies.

As of June 30, 2025, the allocation of the purchase price has not been finalized.

During the third quarter of 2025, the Company settled the working capital adjustment for an immaterial amount.

As of September 30, 2025, the allocation of the purchase price has not been finalized.

In February 2025, the Company acquired Chemical Solutions & Innovations (Pty) Ltd.

(“CSI”), for approximately $ 3.9 million, subject to routine and customary post-closing adjustments.

(“CSI”), for approximately $ 3.9 million, subject to routine and customary post-closing adjustments, including an adjustment for working capital.

CSI is based in South Africa and is a supplier of metalworking fluids and lubricants to the South African market.

3 unchanged sentences

The goodwill is primarily attributable to expected growth synergies.

As of June 30, 2025, the allocation of the purchase price has not been finalized.

During the third quarter of 2025, the Company settled the working capital adjustment for an immaterial amount.

As of September 30, 2025, the allocation of the purchase price has not been finalized.

Previous Acquisitions

1 unchanged sentence

Assets acquired included cash and cash equivalents of $ 5.5 million.

As of June 30, 2025, the Company has remaining earnout liabilities recorded on its Condensed Consolidated Balance Sheet of $ 0.8 million which we expect to settle by the end of 2025.

The Company recorded incremental income of $ 0.8 million during the three and nine months ended September 30, 2025 relating to adjustments to earnout provisions in Other (expense) income, net on the Condensed Consolidated Statements of Operations.

As of September 30, 2025, the Company does not have any remaining earnout liabilities recorded on its Condensed Consolidated Balance Sheets.

Sutai is based in Japan and provides impregnation treatment products and services to the automotive and other industries.

2 unchanged sentences

The Company allocated $ 3.1 million of the purchase price to intangible assets and recognized $ 5.5 million of goodwill in the Asia/Pacific segment, none of which is deductible for tax purposes.

During the first quarter of 2025, the Company finalized the working capital settlements for an immaterial amount which impacted the residual goodwill recorded.

During the first quarter of 2025, the Company settled the working capital adjustment for an immaterial amount which impacted the residual goodwill recorded.

The goodwill is primarily attributable to expected growth synergies.

As of June 30, 2025, the allocation of the purchase price has been finalized.

As of September 30, 2025, the allocation of the purchase price has been finalized.

During February 2024, the Company acquired I.K.V.

9 unchanged sentences

In July 2024, the 2023 earnings were finalized, and the Company made a payment of $ 5.5 million in connection with the post-closing adjustments and earn-out provision.

As of June 30, 2025, the allocation of the purchase price has been finalized.

The results of operations of Dipsol, Natech, CSI, Sutai and IKV subsequent to the acquisition dates are included in the unaudited Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025.

During the three and six months ended June 30, 2025, the Company recognized $ 0.8 million and $ 4.1 million, respectively, of acquisition-related expenses including legal, financial, consulting and other costs, compared to $ 0.2 million and $ 0.5 million, respectively, during the three and six months ended June 30, 2024.

As of September 30, 2025, the allocation of the purchase price has been finalized.

During the three and nine months ended September 30, 2025, the Company recognized $ 0.6 million and $ 4.8 million, respectively, of acquisition-related expenses including legal, financial, consulting and other costs, compared to $ 0.4 million and $ 0.9 million, respectively, during the three and nine months ended September 30, 2024.

These costs are included in Selling, general and administrative expenses (“SG&A”) in the Condensed Consolidated Statements of Operations.

7 unchanged sentences

This ASU expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, defined as those expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included in the reported measure of segment profit or loss.

The Company disclosed that the CODM, who is our Chief Executive Officer, assesses segment performance and makes decisions about allocating resources to its operating segments using segment operating earnings.

The Company disclosed that the CODM assesses segment performance and makes decisions about allocating resources to its operating segments using segment operating earnings.

Based on the Company’s assessment, the Company determined that product costs are significant segment expenses that are regularly provided to the CODM and included in segment operating earnings.

8 unchanged sentences

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024.

The Company is currently evaluating the disclosure requirements of this standard and the impact on its condensed consolidated financial statements.

The Company will adopt ASU 2023-09 beginning with the Form 10-K for the year ended December 31, 2025 using a retrospective transition approach.

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

4 unchanged sentences

The Company is currently evaluating the disclosure requirements of this standard and the impact on its condensed consolidated financial statements.

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

Targeted Improvements to the Accounting for Internal-Use Software in September 2025.

This ASU removes all references to prescriptive and sequential software development stages and will now require PBEs to start capitalizing software costs when management has authorized and committed to funding the software project and it is probable that the project will be completed and the software will be used to perform the function intended.

The ASU also specifies that the disclosures in Subtopic 360-10, Property, Plant, and Equipment- Overall are required for all capitalized internal-use software costs.

ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, with early adoption permitted.

The Company is currently evaluating the disclosure requirements of this standard and the impact on its condensed consolidated financial statements.

Note 4 – Business Segments

7 unchanged sentences

The CODM also uses segment operating earnings to assess the performance for each segment and in the compensation of certain employees.

Segment asset information is not regularly provided to or reviewed by the CODM.

Therefore, the Company does not disclose segment asset information for each reportable segment.

Quaker Chemical Corporation

1 unchanged sentence

Dollars in thousands, except per share amounts, unless otherwise stated)

The following table presents information about the performance of the Company’s reportable segments for the three and six months ended June 30, 2025 and 2024:

Segment asset information is not regularly provided to or reviewed by the CODM.

Therefore, the Company does not disclose segment asset information for each reportable segment.

The following table presents information about the performance of the Company’s reportable segments for the three and nine months ended September 30, 2025 and 2024:

Americas EMEA Asia/Pacific Totals

Three Months Ended June 30, 2025

Three Months Ended September 30, 2025

Net sales $ 222,787 $ 143,900 $ 127,155 $ 493,842

5 unchanged sentences

Segment operating earnings $ 58,913 $ 26,479 $ 35,569 $ 120,961

Six Months Ended June 30, 2025

Nine Months Ended September 30, 2025

Net sales $ 657,560 $ 413,101 $ 349,495 $ 1,420,156

6 unchanged sentences

Americas EMEA Asia/Pacific Totals

Three Months Ended June 30, 2024

Three Months Ended September 30, 2024

Net sales $ 220,275 $ 134,135 $ 107,864 $ 462,274

5 unchanged sentences

Segment operating earnings $ 62,121 $ 24,644 $ 30,656 $ 117,421

Six Months Ended June 30, 2024

Nine Months Ended September 30, 2024

Net sales $ 673,546 $ 410,558 $ 311,496 $ 1,395,600

7 unchanged sentences

(2) Other operating expenses include overhead costs of operating the Company’s production facilities and providing chemical management services to customers and direct SG&A.

(3) Product costs includes the $ 6.0 million amortization of the fair value step-up in Dipsol's inventories as a result of the acquisition, which is comprised of approximately $ 2.6 million in the Americas segment, $ 3.0 million in the Asia/Pacific segment, and $ 0.4 million in the EMEA segment.

(4) Product costs includes a $ 3.6 million gain related to immaterial out-of-period adjustments for inventory, which is comprised of approximately $ 1.4 million in the Americas segment and $ 2.2 million in the EMEA segment.

(3) Product costs includes the $ 6.0 million amortization of the fair value step-up in Dipsol's inventories as a result of the acquisition for the nine months ended September 30, 2025, which is comprised of approximately $ 2.6 million in the Americas segment, $ 3.0 million in the Asia/Pacific segment, and $ 0.4 million in the EMEA segment.

(4) Product costs includes a $ 0.7 million loss and a $ 2.9 million gain related to immaterial out-of-period adjustments for inventory for the three and nine months ended September 30, 2025, respectively.

The $ 0.7 million loss was recognized in the Americas segment during the three months ended September 30, 2025.

The $ 2.9 million gain recognized during the nine months ended September 30, 2025 was comprised of a $ 0.7 million gain in the Americas segment and a $ 2.2 million gain in the EMEA segment.

Quaker Chemical Corporation

1 unchanged sentence

Dollars in thousands, except per share amounts, unless otherwise stated)

The following table presents a reconciliation of the Company’s segment operating earnings to (loss) income before taxes and equity in net income of associated companies in the Company’s Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, Six Months Ended June 30,

The following table presents a reconciliation of the Company’s segment operating earnings to income (loss) before taxes and equity in net income of associated companies in the Company’s Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

4 unchanged sentences

Depreciation of corporate assets and amortization ( 17,015 ) ( 15,315 ) ( 48,572 ) ( 45,909 )

Operating (loss) income ( 52,510 ) 58,449 ( 24,886 ) 113,975

Operating income 46,641 51,718 21,755 165,693

Other (expense) income, net ( 270 ) 783 ( 1,632 ) 2,285

Interest expense ( 10,941 ) ( 10,347 ) ( 33,265 ) ( 31,925 )

(Loss) income before taxes and equity in net income of associated companies $ ( 65,942 ) $ 48,117 $ ( 48,572 ) $ 93,899

The following table presents information regarding the Company’s reportable segments’ depreciation for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, Six Months Ended June 30,

Income (loss) before taxes and equity in net income of associated companies $ 35,430 $ 42,154 $ ( 13,142 ) $ 136,053

The following table presents information regarding the Company’s reportable segments’ depreciation for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30, Nine Months Ended September 30,

Depreciation 2025 2024 2025 2024

8 unchanged sentences

Contract Assets and Liabilities

The Company had no material contract assets recorded on its Condensed Consolidated Balance Sheets as of June 30, 2025 or December 31, 2024.

The Company had approximately $ 2.3 million and $ 4.2 million of deferred revenue as of June 30, 2025 and December 31, 2024, respectively.

For the six months ended June 30, 2025, the Company satisfied materially all of the associated performance obligations and recognized into revenue materially all advance payments received and recorded as of December 31, 2024.

The Company had no material contract assets recorded on its Condensed Consolidated Balance Sheets as of September 30, 2025 or December 31, 2024.

The Company had approximately $ 2.8 million and $ 4.2 million of deferred revenue as of September 30, 2025 and December 31, 2024, respectively.

For the nine months ended September 30, 2025, the Company satisfied materially all of the associated performance obligations and recognized into revenue materially all advance payments received and recorded as of December 31, 2024.

Disaggregated Revenue

6 unchanged sentences

The following tables disaggregate the Company’s net sales by segment and customer industry.

Three Months Ended June 30, 2025

Three Months Ended September 30, 2025

Customer Industries Americas EMEA Asia/Pacific Consolidated

2 unchanged sentences

$ 222,787 $ 143,900 $ 127,155 $ 493,842

Six Months Ended June 30, 2025

Nine Months Ended September 30, 2025

Customer Industries Americas EMEA Asia/Pacific Consolidated

2 unchanged sentences

$ 657,560 $ 413,101 $ 349,495 $ 1,420,156

Three Months Ended June 30, 2024

Three Months Ended September 30, 2024

Customer Industries Americas EMEA Asia/Pacific Consolidated

2 unchanged sentences

$ 220,275 $ 134,135 $ 107,864 $ 462,274

Six Months Ended June 30, 2024

Nine Months Ended September 30, 2024

Customer Industries Americas EMEA Asia/Pacific Consolidated

6 unchanged sentences

In addition, the Company has certain land use leases with remaining lease terms up to 90 years.

The Company had no material variable lease costs, sublease income, or finance leases for the three and six months ended June 30, 2025 and 2024.

The Company had no material variable lease costs, sublease income, or finance leases for the three and nine months ended September 30, 2025 and 2024.

The components of the Company’s lease expense are as follows:

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

4 unchanged sentences

Supplemental balance sheet information related to the Company’s leases is as follows:

September 30,

2025 December 31,

5 unchanged sentences

Weighted average discount rate 6.23 % 5.63 %

Maturities of operating lease liabilities as of June 30, 2025 were as follows:

Maturities of operating lease liabilities as of September 30, 2025 were as follows:

For the remainder of 2025 $ 4,076

7 unchanged sentences

Present value of lease liabilities (1)

(1) During the year ended December 31, 2024, the Company entered into a new lease agreement for office and laboratory space in Radnor, Pennsylvania for the purposes of relocating its global headquarters.

The lease is expected to commence in the third quarter of 2025 with a total lease commitment of $ 79.7 million.

The $ 79.7 million of future lease commitments relating to this lease were not included in the lease liabilities balance as of June 30, 2025.

(1) During the year ended December 31, 2024, the Company entered into a new lease agreement for office and laboratory space in Radnor, Pennsylvania for the purpose of relocating its global headquarters.

The lease for one portion of the laboratory space is expected to commence in the second quarter of 2026.

The lease for the remaining portions of laboratory and office space is expected to commence upon the completion of the lessor owned leasehold improvements, which is expected to be in the second half of 2026.

The cumulative future lease commitment for the laboratory and office space is $ 79.7 million.

The future lease commitments relating to this lease were not included in the lease liabilities balance as of September 30, 2025.

Note 7 – Restructuring and Related Activities

In 2022, the Company initiated a global cost and optimization program to improve its cost structure and drive a more profitable and productive organization.

As of June 30, 2025, the program included restructuring and associated severance costs to reduce headcount by approximately 380 positions globally.

As of September 30, 2025, the program included restructuring and associated severance costs to reduce headcount by approximately 420 positions globally.

These actions are expected to be substantially complete by the end of 2026.

Employee separation benefits vary depending on local regulations across countries.

The timing to finalize costs associated with all actions will depend on a number of factors and is subject to change.

In addition to the global cost and optimization program described above, the Company continues to take actions to optimize its facility footprint.

Restructuring costs incurred during the three and six months ended June 30, 2025 and 2024 include employee severance and asset-related and facility closure costs, including non-cash asset write-offs, which are recorded in Restructuring and related charges, net in the Company’s Condensed Consolidated Statements of Operations.

Quaker Chemical Corporation

1 unchanged sentence

Dollars in thousands, except per share amounts, unless otherwise stated)

Employee separation benefits vary depending on local regulations across countries.

The timing to finalize costs associated with all actions will depend on a number of factors and is subject to change.

In addition to the global cost and optimization program described above, the Company continues to take actions to optimize its facility footprint.

Restructuring costs incurred during the three and nine months ended September 30, 2025 and 2024 include employee severance and asset-related and facility closure costs, including non-cash asset write-offs, which are recorded in Restructuring and related charges, net in the Company’s Condensed Consolidated Statements of Operations.

Activity in the Company’s accrual for its restructuring program and facility closure actions are as follows:

5 unchanged sentences

Currency translation adjustments 199

Accrued restructuring as of June 30, 2025 $ 7,646

During the six months ended June 30, 2025, the Company completed the sale of certain property previously classified as held for sale for a gain of $ 2.2 million, which is recorded in Other (expense) income, net in the Company’s Condensed Consolidated Statements of Operations.

Accrued restructuring as of September 30, 2025 $ 9,717

The total liability related to the restructuring program and facility closure actions was $ 9.7 million as of September 30, 2025, which consisted of $ 4.8 million recognized in Accrued restructuring in the Condensed Consolidated Balance Sheets and $ 4.9 million recognized in Other non-current liabilities in the Condensed Consolidated Balance Sheets.

The total liability was $ 2.3 million as of December 31, 2024, which was recognized in Accrued restructuring in the Condensed Consolidated Balance Sheets.

In connection with the plans for closure of certain manufacturing and non-manufacturing facilities, the Company has made available for sale certain facilities and properties.

As of September 30, 2025, the Company classified properties in the Americas segment with an aggregate book value of approximately $ 1.2 million as held-for-sale.

These assets are recorded in Prepaid expenses and other current assets in the Company’s Condensed Consolidated Balance Sheets.

The Company expects to complete the sale of these properties over the next 12 months.

During the nine months ended September 30, 2025, the Company completed the sale of certain property previously classified as held for sale for a gain of $ 2.2 million, which is recorded in Other (expense) income, net in the Company’s Condensed Consolidated Statements of Operations.

Note 8 – Share-Based Compensation

The Company recognized $ 3.7 million and $ 6.9 million, respectively, of share-based compensation expense in its Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025, compared to $ 4.2 million and $ 8.1 million, respectively, for the three and six months ended June 30, 2024.

The Company recognized $ 3.5 million and $ 10.4 million, respectively, of share-based compensation expense in its Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025, compared to $ 4.3 million and $ 12.4 million, respectively, for the three and nine months ended September 30, 2024.

Restricted Stock Awards

As of June 30, 2025, unrecognized compensation expense related to non-vested restricted shares was $ 0.4 million, to be recognized over a weighted average remaining period of 0.6 years.

As of September 30, 2025, unrecognized compensation expense related to non-vested restricted shares was $ 0.2 million, to be recognized over a weighted average remaining period of 0.4 years.

Restricted Stock Units

During the six months ended June 30, 2025, the Company granted 67,319 restricted stock units under its LTIP , which are subject to time-based vesting, generally over one to three years .

During the nine months ended September 30, 2025, the Company granted 80,100 restricted stock units under its LTIP , which are subject to time-based vesting, generally over one to three years .

The fair value of these grants is based on the closing price of the Company’s common stock on the date of grant.

As of June 30, 2025, unrecognized compensation expense related to non-vested restricted stock units was $ 12.1 million, to be recognized over a weighted average remaining period of 1.7 years.

As of September 30, 2025, unrecognized compensation expense related to non-vested restricted stock units was $ 9.1 million, to be recognized over a weighted average remaining period of 1.5 years.

Performance Stock Units

4 unchanged sentences

For PSUs subject to relative TSR performance granted in 2025 and 2024, the Company’s peer group was the S&P Composite 1500 Chemicals index.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

Dollars in thousands, except per share amounts, unless otherwise stated)

Compensation expense for PSUs is measured based on the grant date fair value and is recognized on a straight-line vesting method basis over the applicable vesting period.

During the six months ended June 30, 2025, the Company granted 26,389 PSUs with a ROIC condition.

During the nine months ended September 30, 2025, the Company granted 26,658 PSUs with a ROIC condition.

The fair value of these grants is based on the closing trading price of the Company’s common stock on the date of grant.

During the six months ended June 30, 2025, the Company granted 26,343 PSUs with a relative TSR condition.

During the nine months ended September 30, 2025, the Company granted 26,608 PSUs with a relative TSR condition.

These PSUs are valued using a Monte Carlo simulation on the grant date and had a grant-date fair value of $ 150.90 per unit, which was developed based on the assumptions set forth in the table below:

2 unchanged sentences

Expected term (years) 3.0

As of June 30, 2025, there was approximately $ 9.4 million of total unrecognized compensation cost related to PSUs, which the Company expects to recognize over a weighted-average period of 2.3 years.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

Dollars in thousands, except per share amounts, unless otherwise stated)

As of September 30, 2025, there was approximately $ 7.6 million of total unrecognized compensation cost related to PSUs, which the Company expects to recognize over a weighted-average period of 2.1 years.

Note 9 – Pension and Other Postretirement Benefits

The components of net periodic benefit cost (income) are as follows:

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Pension Benefits Other Postretirement Benefits Pension Benefits Other Postretirement Benefits

7 unchanged sentences

Employer Contributions

During the six months ended June 30, 2025, $ 2.6 million of contributions have been made to the Company’s U.S.

During the nine months ended September 30, 2025, $ 4.0 million of contributions have been made to the Company’s U.S.

and foreign pension plans.

2 unchanged sentences

and foreign pension plans and approximately $ 0.2 million to its other postretirement benefit plans.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

Dollars in thousands, except per share amounts, unless otherwise stated)

Note 10 – Other (Expense) Income, net

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

3 unchanged sentences

Pension and postretirement benefit costs, non-service components ( 469 ) ( 469 ) ( 1,351 ) ( 1,398 )

Business interruption insurance proceeds — 1,000 — 1,000

Product liability claim costs, net — — — ( 896 )

1 unchanged sentence

Interest income 579 — 1,991 —

Other non-operating income, net 374 235 641 562

Multiemployer plan withdrawal charge ( 923 ) — ( 923 ) —

Other non-operating (loss) income, net ( 291 ) 125 350 687

Total other (expense) income, net $ ( 270 ) $ 783 $ ( 1,632 ) $ 2,285

(Loss) gain on disposals of property, plant, equipment and other assets, net, includes the gain of $ 2.2 million recognized for the sale of certain property previously classified as held for sale during the six months ended June 30, 2025.

Non-income tax refunds and other related credits includes $ 1.8 million of indirect tax credits and interest received during the three and nine months ended September 30, 2025 relating to the Brazil Supreme Court ruling in regard to certain non-income (indirect) taxes that have been previously charged and paid.

See Note 7, Restructuring and Related Activities , for more information.

Foreign exchange losses, net includes a $ 0.6 million foreign exchange gain and a $ 1.4 million foreign exchange loss, respectively, during the three and six months ended June 30, 2025 relating to the change in fair value of the foreign exchange forward contracts entered into in connection with the acquisition of Dipsol.

Foreign exchange losses, net includes a $ 1.4 million foreign exchange loss, respectively, during the nine months ended September 30, 2025 relating to the change in fair value of the foreign exchange forward contracts entered into in connection with the acquisition of Dipsol.

See Note 17, Hedging Activities , for more information.

Product liability claim costs, net represents expense related to payments to the Company in connection with a product liability dispute with a customer, net of insurance recoveries during the six months ended June 30, 2024.

Business interruption insurance proceeds during the three and nine months ended September 30, 2024 reflects an insurance recovery of $ 1.0 million related to production losses due to an electrical fire in 2021 that resulted in temporary shutdown of production at one of the Company’s production facilities.

See Note 18, Commitments and Contingencies , for additional discussion regarding the Company’s business interruption claims.

Product liability claim costs, net represents expense related to a payment by the Company in connection with a product liability dispute with a customer, net of insurance recoveries during the nine months ended September 30, 2024.

Multiemployer plan withdrawal charge during the three and nine months ended September 30, 2025 represents a $ 0.9 million expense related to the Company withdrawing from the Cleveland Bakers and Teamsters Pension Fund, a multiemployer defined benefit pension plan, in connection with a site closure under the Company’s restructuring program and facility closure actions.

Quaker Chemical Corporation

2 unchanged sentences

Note 11 – Income Taxes

The Company’s effective tax rates for the three and six months ended June 30, 2025 were ( 8.3 )% and ( 26.8 )%, respectively, compared to 32.8 % and 30.1 %, respectively, for the three and six months ended June 30, 2024.

The Company’s effective tax rate for the three months ended June 30, 2025 was largely driven by our mix of pre-tax earnings, goodwill impairment and withholding taxes offset by return to provision adjustments and net favorable reductions in uncertain tax positions.

The Company’s effective tax rate for the six months ended June 30, 2025 was largely driven by our mix of pre-tax earnings, goodwill impairment, return to provision adjustments and withholding taxes offset by net favorable reductions in uncertain tax positions.

Comparatively, the effective tax rates for the three and six months ended June 30, 2024 were largely driven by the mix of pre-tax earnings, certain one-time charges related to an intercompany intangible asset transfer, and withholding taxes, offset by changes in uncertain tax positions.

The Company’s effective tax rates for the three and nine months ended September 30, 2025 were 26.2 % and ( 169.5 )%, respectively, compared to 28.9 % and 29.7 %, respectively, for the three and nine months ended September 30, 2024.

The Company’s effective tax rate for the three months ended September 30, 2025 was largely driven by our mix of pre-tax earnings and withholding taxes offset by return to provision adjustments and net favorable reductions in uncertain tax positions.

The Company’s effective tax rate for the nine months ended September 30, 2025 was largely driven by our mix of pre-tax earnings, goodwill impairment, and withholding taxes offset by return to provision adjustments and net favorable reductions in uncertain tax positions.

Comparatively, the effective tax rate for the three months ended September 30, 2024 was largely driven by the mix of pre-tax earnings, withholding taxes, and changes in uncertain tax positions offset by return to provision adjustments.

The effective tax rate for the nine months ended September 30, 2024 was further impacted by certain one-time charges related to an intercompany intangible asset transfer offset by changes in uncertain tax positions.

On July 4, 2025, H.R.

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ASU 2023-09 Income Taxes (Topic 740) requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the relevant legislation is enacted.

The OBBB was passed subsequent to the date of our financial statements and may affect the Company’s tax assets and liabilities in future periods.

The OBBB may affect the Company’s tax assets and liabilities in future periods.

The legislation has multiple effective dates, with certain provisions effective in 2025 and other provisions implemented through 2027.

The Company continues to assess the potential impact of the OBBB on our Condensed Consolidated Financial Statements.

While the Company continues to evaluate the potential impacts of the provisions effective in 2026 and 2027, the Company does not expect the provisions effective in 2025 to have a material impact to our consolidated financial statements.

Note 12 – Earnings Per Share

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Basic earnings per common share

Net (loss) income attributable to Quaker Chemical Corporation $ ( 66,580 ) $ 34,885 $ ( 53,658 ) $ 70,112

loss (income) allocated to participating securities 82 ( 118 ) 91 ( 276 )

Net (loss) income available to common shareholders $ ( 66,498 ) $ 34,767 $ ( 53,567 ) $ 69,836

Net income (loss) attributable to Quaker Chemical Corporation $ 30,469 $ 32,346 $ ( 23,189 ) $ 102,458

(income) loss allocated to participating securities ( 30 ) ( 85 ) 44 ( 359 )

Net income (loss) available to common shareholders $ 30,439 $ 32,261 $ ( 23,145 ) $ 102,099

Basic weighted average common shares outstanding 17,363,947 17,837,858 17,524,377 17,889,168

Basic (loss) earnings per common share $ ( 3.78 ) $ 1.94 $ ( 3.04 ) $ 3.90

Basic earnings (loss) per common share $ 1.75 $ 1.81 $ ( 1.32 ) $ 5.71

Diluted earnings per common share

Net (loss) income attributable to Quaker Chemical Corporation $ ( 66,580 ) $ 34,885 $ ( 53,658 ) $ 70,112

loss (income) allocated to participating securities 82 ( 118 ) 90 ( 276 )

Net (loss) income available to common shareholders $ ( 66,498 ) $ 34,767 $ ( 53,568 ) $ 69,836

Net income (loss) attributable to Quaker Chemical Corporation $ 30,469 $ 32,346 $ ( 23,189 ) $ 102,458

(income) loss allocated to participating securities ( 30 ) ( 85 ) 44 ( 358 )

Net income (loss) available to common shareholders $ 30,439 $ 32,261 $ ( 23,145 ) $ 102,100

Basic weighted average common shares outstanding 17,363,947 17,837,858 17,524,377 17,889,168

1 unchanged sentence

Diluted weighted average common shares outstanding 17,421,090 17,864,335 17,545,666 17,909,967

Diluted (loss) earnings per common share $ ( 3.78 ) $ 1.94 $ ( 3.04 ) $ 3.89

Diluted earnings (loss) per common share $ 1.75 $ 1.81 $ ( 1.32 ) $ 5.70

Certain stock options, restricted stock units, and PSUs are not included in the diluted earnings per share calculation when the effect would be anti-dilutive.

The number of anti-dilutive shares were 60,117 and 67,575 , respectively, for the three and six months ended June 30, 2025, compared to 16,098 and 31,000 , respectively, for the three and six months ended June 30, 2024 .

The number of anti-dilutive shares were 27,037 and 41,854 , respectively, for the three and nine months ended September 30, 2025, compared to 19,374 and 31,377 , respectively, for the three and nine months ended September 30, 2024 .

Quaker Chemical Corporation

2 unchanged sentences

Note 13 – Goodwill and Other Intangible Assets

Changes in the carrying amount of goodwill for the six months ended June 30, 2025 were as follows:

Changes in the carrying amount of goodwill for the nine months ended September 30, 2025 were as follows:

Americas EMEA Asia/Pacific Total

9 unchanged sentences

Goodwill impairments — ( 88,840 ) — ( 88,840 )

Balance as of June 30, 2025 $ 285,605 $ — $ 216,833 $ 502,438

(1) During the six months ended June 30, 2025, the Company finalized the working capital settlements which impacted the goodwill recorded.

Balance as of September 30, 2025 $ 286,083 $ — $ 215,684 $ 501,767

(1) During the nine months ended September 30, 2025, the Company finalized the working capital settlements which impacted the goodwill recorded.

See Note 2, Business Acquisitions , for additional information.

Jun 30, 2025 Dec 31, 2024

Sep 30, 2025 Dec 31, 2024

Goodwill, gross $ 694,071 $ 611,498

12 unchanged sentences

As a result of the impact of the uncertainty around tariffs, and continued soft end market conditions driving lower current year EMEA earnings and a decline in projected future EMEA earnings, as well as an increase in the WACC assumption utilized in the Company’s 2024 annual impairment assessment, the Company concluded that the estimated fair value of the EMEA reporting unit was less than its carrying value.

As a result, a pre-tax, non-cash impairment charge of $ 88.8 million ($ 86.7 million after-tax) to write down the remaining carrying value amount of the EMEA reporting unit Goodwill was recorded in the second quarter of 2025, reflected in “Impairment charges” in the Consolidated Statements of Operations for the three and six months ended June 30, 2025.

Quaker Chemical Corporation

5 unchanged sentences

Amortization Net Book Value

June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024 September 30, 2025 December 31, 2024

Customer lists and rights to sell $ 900,207 $ 829,255 $ 337,586 $ 285,450 $ 562,621 $ 543,805

5 unchanged sentences

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

2025 2024 2025 2024

7 unchanged sentences

For the year ended December 31, 2030 59,338

As of June 30, 2025 and December 31, 2024, the Company had indefinite-lived intangible assets for trademarks and tradenames totaling $ 201.2 million and $ 185.3 million, respectively.

As of September 30, 2025 and December 31, 2024, the Company had indefinite-lived intangible assets for trademarks and tradenames totaling $ 201.1 million and $ 185.3 million, respectively.

Note 14 – Debt

The following table sets forth the components of the Company’s debt:

As of June 30, 2025 As of December 31, 2024

As of September 30, 2025 As of December 31, 2024

Rate Outstanding

20 unchanged sentences

The Company has the right to increase the amount of the Credit Facility by an aggregate amount not to exceed the greater of $ 300.0 million or 100 % of Consolidated EBITDA, subject to certain conditions including the agreement to provide financing by any lender providing such increase.

As of June 30, 2025, the Company was in compliance with all of the Credit Facility covenants.

As of September 30, 2025, the Company was in compliance with all of the Credit Facility covenants.

See Note 19, Debt, to Consolidated Financial Statements in the Company’s 2024 Form 10-K.

The weighted average variable interest rate incurred on the outstanding borrowings under the Credit Facility during the three and six months ended June 30, 2025 was approximately 5.2 % for both periods.

As of June 30, 2025, the interest rate on the outstanding borrowings under the Credit Facility was approximately 4.9 %.

The weighted average variable interest rate incurred on the outstanding borrowings under the Credit Facility during the three and nine months ended September 30, 2025 was approximately 5.2 % for both periods.

As of September 30, 2025, the interest rate on the outstanding borrowings under the Credit Facility was approximately 5.1 %.

As part of the Credit Facility, in addition to paying interest on outstanding principal, the Company is also required to pay an annual commitment fee ranging from 0.150 % to 0.275 % related to unutilized commitments under the Revolver, depending on the Company’s consolidated net leverage ratio.

The Company had unused capacity under the Revolver of approximately $ 220 million, which is net of bank letters of credit of approximately $ 2 million, as of June 30, 2025.

The Company had unused capacity under the Revolver of approximately $ 273 million, which is net of bank letters of credit of approximately $ 2 million, as of September 30, 2025.

In order to manage the Company’s exposure to variable interest rate risk associated with the Credit Facility, in the first quarter of 2023, the Company entered into $ 300.0 million notional amounts of three-year interest rate swaps to convert a portion of the Company’s variable rate borrowings to an average fixed rate of 3.64 % plus an applicable margin as provided in the Credit Facility based on the Company’s consolidated net leverage ratio.

As of June 30, 2025, the aggregate interest rate on the swaps, including the fixed base rate plus the applicable margin, was 4.9 %.

As of September 30, 2025, the aggregate interest rate on the swaps, including the fixed base rate plus the applicable margin, was 5.0 %.

See Note 17, Hedging Activities , for more information.

5 unchanged sentences

These capitalized costs are amortized into Interest expense over the five-year term of the Credit Facility.

As of June 30, 2025 and December 31, 2024, the Company had $ 0.9 million and $ 1.1 million, respectively, of debt issuance costs recorded as a reduction of Long-term debt and $ 1.9 million and $ 2.4 million, respectively, of debt issuance costs recorded within Other assets.

As of September 30, 2025 and December 31, 2024, the Company had $ 0.8 million and $ 1.1 million, respectively, of debt issuance costs recorded as a reduction of Long-term debt and $ 1.6 million and $ 2.4 million, respectively, of debt issuance costs recorded within Other assets.

Industrial development bonds

As of June 30, 2025 and December 31, 2024, the Company had fixed rate, industrial development authority bonds totaling $ 10.0 million in principal amount due in 2028.

As of September 30, 2025 and December 31, 2024, the Company had fixed rate, industrial development authority bonds totaling $ 10.0 million in principal amount due in 2028.

These bonds have similar covenants to the Credit Facility noted above.

2 unchanged sentences

The Company’s other debt obligations primarily consist of certain domestic and foreign low interest rate or interest-free municipality-related loans, local credit facilities of certain foreign subsidiaries, and finance lease obligations.

Total unused capacity under these arrangements as of June 30, 2025 was approximately $ 40 million.

Total unused capacity under these arrangements as of September 30, 2025 was approximately $ 57 million.

In addition to the bank letters of credit described in the “Credit facilities” subsection above, the Company’s other off-balance sheet arrangements include certain financial and other guarantees.

The Company’s total bank letters of credit and guarantees outstanding as of June 30, 2025 were approximately $ 7 million.

The Company’s total bank letters of credit and guarantees outstanding as of September 30, 2025 were approximately $ 7 million.

Quaker Chemical Corporation

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

2 unchanged sentences

Total $ 10,941 $ 11,127 $ 33,265 $ 34,644

Based on the variable interest rates associated with the Credit Facility, as of June 30, 2025 and as of December 31, 2024, the amounts at which the Company’s total debt were recorded are not materially different from their fair market value.

Based on the variable interest rates associated with the Credit Facility, as of September 30, 2025 and as of December 31, 2024, the amounts at which the Company’s total debt were recorded are not materially different from their fair market value.

Note 15 – Accumulated Other Comprehensive Income

5 unchanged sentences

Instruments Total

Balance as of March 31, 2025 $ ( 165,716 ) $ ( 10,578 ) $ ( 17 ) $ 656 $ ( 175,655 )

Other comprehensive income (loss) before Reclassifications 62,129 ( 1,601 ) ( 267 ) ( 130 ) 60,131

Amounts reclassified from AOCI — 131 4 — 135

Related tax amounts ( 244 ) 366 56 30 208

Balance as of June 30, 2025 $ ( 103,831 ) $ ( 11,682 ) $ ( 224 ) $ 556 $ ( 115,181 )

Balance as of March 31, 2024 $ ( 140,733 ) $ ( 10,384 ) $ 378 $ 3,752 $ ( 146,987 )

Other comprehensive (loss) income before Reclassifications ( 1,299 ) 156 453 ( 431 ) ( 1,121 )

1 unchanged sentence

Related tax amounts 895 ( 74 ) ( 97 ) 99 823

Balance as of September 30, 2025 $ ( 104,235 ) $ ( 11,460 ) $ 138 $ 224 $ ( 115,333 )

Balance as of June 30, 2024 $ ( 159,574 ) $ ( 10,259 ) $ 334 $ 3,737 $ ( 165,762 )

Other comprehensive income (loss) before Reclassifications 41,535 ( 858 ) 411 ( 5,226 ) 35,862

Amounts reclassified from AOCI — 164 — — 164

Related tax amounts — 172 ( 86 ) 1,202 1,288

Balance as of September 30, 2024 $ ( 118,039 ) $ ( 10,781 ) $ 659 $ ( 287 ) $ ( 128,448 )

(1) Includes mark-to-market impacts associated with net investment hedges.

12 unchanged sentences

Related tax amounts 650 378 39 306 1,373

Balance as of June 30, 2025 $ ( 103,831 ) $ ( 11,682 ) $ ( 224 ) $ 556 $ ( 115,181 )

Balance as of September 30, 2025 $ ( 104,235 ) $ ( 11,460 ) $ 138 $ 224 $ ( 115,333 )

Balance as of December 31, 2023 $ ( 115,417 ) $ ( 10,738 ) $ 333 $ 1,407 $ ( 124,415 )

2 unchanged sentences

Related tax amounts — 9 ( 86 ) 506 429

Balance as of June 30, 2024 $ ( 159,574 ) $ ( 10,259 ) $ 334 $ 3,737 $ ( 165,762 )

Balance as of September 30, 2024 $ ( 118,039 ) $ ( 10,781 ) $ 659 $ ( 287 ) $ ( 128,448 )

(1) Includes mark-to-market impacts associated with net investment hedges.

4 unchanged sentences

The Company values its company-owned life insurance policies at fair value.

The Company owns an immaterial amount of company-owned life insurance policies as of June 30, 2025 and December 31, 2024.

The Company owns an immaterial amount of company-owned life insurance policies as of September 30, 2025 and December 31, 2024.

See Note 17, Hedging Activities , for a description of the Company’s derivative instruments.

8 unchanged sentences

The fair value of the forward contract is determined from sources independent of the Company, including the financial institutions which are party to the derivative instruments.

Open foreign exchange forward contracts as of June 30, 2025 were entered into as hedges of the Japanese yen and Mexican peso against the U.S.

Open foreign exchange forward contracts as of September 30, 2025 were entered into as hedges of the Japanese yen and Mexican peso against the U.S.

dollar and had the following notional U.S.

dollar values (in millions) :

Currency June 30,

Currency September 30,

Mexican Peso $ 11,200

6 unchanged sentences

These foreign exchange forward contracts settled on April 1, 2025.

The Company recognized a $ 0.6 million foreign currency gain and a $ 1.4 million foreign currency loss, respectively, during the three and six months ended June 30, 2025 in Other (expense) income, net relating to the change in fair value of these instruments as of the settlement date.

Open foreign exchange forward contracts as of June 30, 2025 had maturities occurring over a period of up to one month .

The Company recognized a $ 1.4 million foreign currency loss during the nine months ended September 30, 2025 in Other (expense) income, net relating to the change in fair value of these instruments as of the settlement date.

Open foreign exchange forward contracts as of September 30, 2025 had maturities occurring over a period of up to one month .

Interest Rate Swaps

14 unchanged sentences

The balance sheet classification and fair values of the Company’s derivative instruments, which are Level 2 measurements, are as follows:

Derivative instruments Condensed Consolidated Balance Sheets Location June 30,

Derivative instruments Condensed Consolidated Balance Sheets Location September 30,

2025 December 31,

1 unchanged sentence

Net investment hedges Other non-current liabilities 1,549 —

Interest rate swaps Prepaid expenses and other current assets 291 —

Interest rate swaps Other non-current assets — 1,621

Foreign currency forward contracts Other accrued liabilities 63 67

The following table presents the net unrealized (loss) gain deferred to AOCI:

The following table presents the net unrealized gain deferred to AOCI:

Derivative instruments:

Condensed Consolidated Balance Sheets Location June 30,

Condensed Consolidated Balance Sheets Location September 30,

2025 December 31,

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

Derivative instruments Condensed Consolidated Statements of Operations 2025 2024 2025 2024

6 unchanged sentences

See Note 25, Commitments and Contingencies , in the Company’s 2024 Form 10-K for more information.

During the three and six months ended June 30, 2025, there have been no significant changes to the facts or circumstances of any of the previously disclosed matters.

During the three and nine months ended September 30, 2025, there have been no significant changes to the facts or circumstances of any of the previously disclosed matters.

Although there can be no assurance regarding the outcome of any of the ongoing environmental matters or litigation, the Company believes that it has made adequate accruals for costs and liabilities associated with these matters.

The Company has accrued approximately $ 5.6 million and $ 5.3 million as of June 30, 2025 and December 31, 2024, respectively, for these ongoing matters.

In addition, during the three and six months ended June 30, 2025, there are no new environmental matters or litigation that the Company believes will have a material adverse effect on the Company’s results of operations, cash flows, or financial condition.

The Company has accrued approximately $ 5.5 million and $ 5.3 million as of September 30, 2025 and December 31, 2024, respectively, for these ongoing matters.

The Company previously disclosed in its 2024 Form 10-K that one of its North American production facilities experienced an electrical fire in 2021 that resulted in property damage and the temporary shutdown of production.

The Company and its insurance carrier reviewed the impact of the electrical fire on the production facility’s operations as it relates to a potential business interruption insurance claim.

In July 2024, the Company and its insurance carrier settled this claim for $ 1.0 million.

In addition, during the three and nine months ended September 30, 2025, there are no new environmental matters or litigation that the Company believes will have a material adverse effect on the Company’s results of operations, cash flows, or financial condition.

Quaker Chemical Corporation

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements