What changed in this filing

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Item 1. Financial Statements

2026-07-30 compared with 2026-04-30 · 314 added, 183 removed, 582 unchanged (46% of the section changed)

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Net sales $ 532,550 $ 483,400 $ 1,013,029 $ 926,314

2 unchanged sentences

Selling, general and administrative expenses 140,485 126,600 276,250 245,646

Impairment charges — 88,840 — 88,840

Restructuring and related charges, net 8,116 8,793 15,497 23,383

Operating income 33,589 27,624

Other expense, net ( 23 ) ( 709 )

Operating income (loss) 40,603 ( 52,510 ) 74,192 ( 24,886 )

Other income (expense), net 406 ( 653 ) 383 ( 1,362 )

Interest expense ( 9,873 ) ( 12,779 ) ( 19,752 ) ( 22,324 )

Income before taxes and equity in net income of associated companies 23,687 17,370

Income (loss) before taxes and equity in net income of associated companies 31,136 ( 65,942 ) 54,823 ( 48,572 )

Taxes on income before equity in net income of associated companies 11,172 5,472 18,317 13,014

Income before equity in net income of associated companies 16,542 9,828

Income (loss) before equity in net income of associated companies 19,964 ( 71,414 ) 36,506 ( 61,586 )

Equity in net income of associated companies 6,849 4,851 10,049 7,940

Net income 19,742 12,917

Net income (loss) attributable to noncontrolling interest 73 ( 5 )

Net income attributable to Quaker Chemical Corporation $ 19,669 $ 12,922

Net income (loss) 26,813 ( 66,563 ) 46,555 ( 53,646 )

Net (loss) income attributable to noncontrolling interest ( 22 ) 17 51 12

Net income (loss) attributable to Quaker Chemical Corporation $ 26,835 $ ( 66,580 ) $ 46,504 $ ( 53,658 )

Per share data:

Net income attributable to Quaker Chemical Corporation common shareholders – basic $ 1.13 $ 0.73

Net income attributable to Quaker Chemical Corporation common shareholders – diluted $ 1.13 $ 0.73

Net income (loss) attributable to Quaker Chemical Corporation common shareholders – basic $ 1.56 $ ( 3.78 ) $ 2.69 $ ( 3.04 )

Net income (loss) attributable to Quaker Chemical Corporation common shareholders – diluted $ 1.55 $ ( 3.78 ) $ 2.68 $ ( 3.04 )

Dividends declared $ 0.508 $ 0.485 $ 1.016 $ 0.970

5 unchanged sentences

Three Months Ended

Net income $ 19,742 $ 12,917

June 30, Six Months Ended

2026 2025 2026 2025

Net income (loss) $ 26,813 $ ( 66,563 ) $ 46,555 $ ( 53,646 )

Other comprehensive income, net of tax

2 unchanged sentences

Current period change in fair value of derivatives 2,839 ( 100 ) 2,825 ( 692 )

Unrealized loss on available-for-sale securities ( 166 ) ( 304 )

Other comprehensive (loss) income ( 9,689 ) 25,968

Comprehensive income 10,053 38,885

Comprehensive income (loss) attributable to noncontrolling interest ( 82 ) 1

Comprehensive income attributable to Quaker Chemical Corporation $ 9,971 $ 38,886

Unrealized income (loss) on available-for-sale securities 244 ( 207 ) 78 ( 511 )

Other comprehensive income (loss) 3,849 60,601 ( 5,840 ) 86,569

Comprehensive income (loss) 30,662 ( 5,962 ) 40,715 32,923

Comprehensive loss (income) attributable to noncontrolling interest 44 ( 144 ) ( 38 ) ( 143 )

Comprehensive income (loss) attributable to Quaker Chemical Corporation $ 30,706 $ ( 6,106 ) $ 40,677 $ 32,780

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

41 unchanged sentences

issued and outstanding

March 31, 2026 – 17,365,508 shares;

June 30, 2026 – 17,212,963 shares;

December 31, 2025 – 17,331,779 shares

8 unchanged sentences

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

Table of Content

Quaker Chemical Corporation

1 unchanged sentence

Dollars in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities

Net income $ 19,742 $ 12,917

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

Net income (loss) $ 46,555 $ ( 53,646 )

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

Depreciation and amortization 51,011 44,278

2 unchanged sentences

Share-based compensation 6,888 6,903

Impairment charges — 88,840

Restructuring and related charges, net 15,497 23,383

Gain on disposal of property, plant and equipment and other assets — ( 2,148 )

Inventory step-up amortization — 6,022

Loss (gain) on disposal of property, plant and equipment and other assets 121 ( 2,108 )

Other adjustments ( 1,877 ) ( 5,228 )

5 unchanged sentences

Accounts payable and accrued liabilities 40,476 ( 25,551 )

Net cash provided by (used in) operating activities 3,786 ( 3,050 )

Net cash provided by operating activities 33,242 38,522

Cash flows from investing activities

6 unchanged sentences

Payments of long-term debt ( 629,685 ) ( 17,205 )

Borrowings on revolving credit facilities, net 14,053 30,000

Borrowings (payments) on other debt, net 1,857 ( 773 )

Proceeds from long-term debt 800,000 —

Borrowings on revolving credit facilities 197,307 283,000

Payments on revolving credit facilities ( 356,305 ) ( 67,000 )

Payments on other debt — ( 101 )

Financing-related debt issuance costs ( 6,232 ) —

Dividends paid ( 17,627 ) ( 17,146 )

Shares purchased under share repurchase programs ( 24,181 ) ( 32,693 )

Other stock related activity ( 1,755 ) ( 1,301 )

1 unchanged sentence

Effect of foreign exchange rate changes on cash ( 731 ) 7,682

Net decrease in cash and cash equivalents ( 10,101 ) ( 2,657 )

Net (decrease) increase in cash and cash equivalents ( 24,736 ) 13,038

Cash and cash equivalents at the beginning of the period 179,829 188,880

18 unchanged sentences

Balance as of March 31, 2025 $ 17,680 $ 905,781 $ 638,079 $ ( 175,655 ) $ 615 $ 1,386,500

Net (loss) income — — ( 66,580 ) — 17 ( 66,563 )

Amounts reported in other comprehensive income — — — 60,474 127 60,601

Noncontrolling interest from acquisition — — — — 2,451 2,451

Dividends ($ 0.485 per share)

— — ( 8,436 ) — — ( 8,436 )

Shares purchased under share repurchase program, net of excise taxes ( 296 ) ( 32,686 ) — — — ( 32,982 )

Share issuance and equity-based compensation plans, net 10 3,874 — — — 3,884

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

Balance as of December 31, 2025 $ 17,332 $ 874,826 $ 596,616 $ ( 115,661 ) $ 3,386 $ 1,376,499

5 unchanged sentences

Balance as of March 31, 2026 $ 17,366 $ 876,213 $ 607,463 $ ( 125,359 ) $ 3,468 $ 1,379,151

Net income (loss) — — 26,835 — ( 22 ) 26,813

Amounts reported in other comprehensive income (loss) — — — 3,871 ( 22 ) 3,849

Dividends ($ 0.508 per share)

— — ( 8,744 ) — — ( 8,744 )

Shares purchased under share repurchase program, net of excise taxes ( 171 ) ( 24,182 ) — — — ( 24,353 )

Share issuance and equity-based compensation plans, net 18 3,865 — — — 3,883

Balance as of June 30, 2026 $ 17,213 $ 855,896 $ 625,554 $ ( 121,488 ) $ 3,424 $ 1,380,599

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

10 unchanged sentences

Pension and Other Postretirement Benefits

Other Expense , net

Other Income ( Expense ) , 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 March 31, 2026 (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 June 30, 2026 (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

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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 three months ended March 31, 2026 are not necessarily indicative of the results to be expected for the full year.

The results for the six months ended June 30, 2026 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, 2025 (the “2025 Form 10-K”).

Certain prior year amounts have been reclassified to conform to the current year presentation.

Revision of Previously Issued Financial Statements

In the second quarter of 2026, the Company identified an error in the historical presentation of borrowings and payments on revolving credit facilities that did not qualify for net presentation in its previously issued Consolidated Statements of Cash Flows.

The Company determined that the errors, which had no impact on total cash flows provided by (used in) financing activities, were not material to any prior annual or interim periods.

The Company will revise its Consolidated Statements of Cash Flows for the years ended December 31, 2025 and 2024 and for the impacted quarterly periods when the impacted periods are presented as comparative periods in future filings.

The revised amounts related to borrowings and repayments on revolving credit facilities within the Company's Consolidated Statements of Cash Flows for the relevant historical periods are as follows:

Period Ended Borrowings on revolving credit facilities, net

(as Previously Reported) Borrowings on Revolving Credit Facilities

(As Revised) Payments on Revolving Credit Facilities

Three Months Ended March 31, 2026 $ 14,053 $ 51,053 $ ( 37,000 )

Six Months Ended June 30, 2025 216,000 283,000 ( 67,000 )

Nine Months Ended September 30, 2025 168,938 328,201 ( 159,263 )

Year Ended December 31, 2025 174,242 382,299 ( 208,057 )

Year Ended December 31, 2024 17,916 347,763 ( 329,847 )

Year Ended December 31, 2023 ( 164,769 ) 369,327 ( 534,096 )

Description of Business

9 unchanged sentences

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

As of and for the three months ended March 31, 2026, 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 months ended March 31, 2026 and March 31, 2025, the Company recorded $ 0.2 million and $ 0.5 million of remeasurement losses associated with the applicable currency conversions, respectively.

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

As of and for the three and six months ended June 30, 2026, 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, 2026, the Company recorded $ 0.6 million and $ 0.8 million of remeasurement losses associated with the applicable currency conversions, respectively.

Comparatively, 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.

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

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Note 2 – Business Acquisitions

3 unchanged sentences

In July 2025, the Company satisfied all routine and customary post-closing conditions and finalized the purchase price with no adjustments.

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 year ended December 31, 2025.

The Company funded the acquisition purchase price with borrowings under the Company’s 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 in April 2025 and 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.

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.

2 unchanged sentences

Dipsol also provides significant cross-selling opportunities and enhances the Company’s ability to meet the needs of our customers across the globe.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

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

26 unchanged sentences

All measurement period adjustments were offset against goodwill.

As of March 31, 2026, the allocation of the purchase price has been finalized.

During the first quarter of 2026, the Company finalized the allocation of the purchase price.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

The Company allocated $ 55.0 million of the purchase price to intangible assets across the Americas, EMEA, and Asia/Pacific segments.

Customer relationships, product technologies, and trademarks will be amortized over 14 years, 8 years, and 13 years, respectively.

Customer relationships, product technologies, and trademarks are being amortized over 14 years, 8 years, and 13 years, respectively.

The following table presents the intangible assets recognized for each reportable segment:

7 unchanged sentences

The goodwill is primarily attributable to expected synergies.

Total sales included in the Condensed Consolidated Statement of Operations for the three months ended March 31, 2026 is $ 19.1 million.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Total sales from Dipsol included in the Condensed Consolidated Statement of Operations for the three and six months ended June 30, 2026 are $ 22.2 million and $ 41.3 million, respectively.

Comparatively, total sales from Dipsol included in the Condensed Consolidated Statement of Operations for the three and six months ended June 30, 2025 were $ 20.9 million.

In April 2025, the Company acquired 100 % of the outstanding equity interests of 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, including an adjustment for working capital.

6 unchanged sentences

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

As of March 31, 2026, the allocation of the purchase price has been finalized.

During the first quarter of 2026, the Company finalized the allocation of the purchase price.

In February 2025, the Company acquired 100 % of the outstanding equity interests of Chemical Solutions & Innovations (Pty) Ltd.

6 unchanged sentences

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

As of March 31, 2026, the allocation of the purchase price has been finalized.

The results of operations of Dipsol, Natech, and CSI subsequent to the acquisition dates are included in the unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2026.

During the three months ended March 31, 2026 and 2025, the Company recognized $ 0.7 million and $ 3.3 million, respectively, of acquisition-related expenses including legal, financial, consulting and other costs.

During the fourth quarter of 2025, the Company finalized the allocation of the purchase price.

During the three and six months ended June 30, 2026, the Company recognized $ 0.2 million and $ 0.9 million, respectively, of acquisition-related expenses including legal, financial, consulting and other costs, compared to $ 0.8 million and $ 4.1 million, respectively, during the three and six months ended June 30, 2025.

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

Certain pro forma and other information is not presented, as the operations of the acquired assets and businesses are not considered material to the overall operations of the Company for the periods presented.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Note 3 – Recently Issued Accounting Standards

Recently Adopted Accounting Standards

The Company has adopted ASU 2023-09, Income Taxes (Topic 740) :

Improvements to Income Tax Disclosures on a prospective basis in the 2025 Form 10-K.

Pursuant to this ASU, the Company disclosed additional information in specified categories with respect to the reconciliation of the effective tax rate to the statutory rate (the “rate reconciliation”) for federal, state, and foreign income taxes, which required greater detail about individual reconciling items in the rate reconciliation to the extent the impact of those items exceeded a specified threshold.

Additionally, the Company disclosed income taxes paid disaggregated by federal, state, and foreign taxes and further disaggregated these disclosures in certain jurisdictions where income taxes paid exceeded a certain threshold.

See Note 10, Income Taxes , within the 2025 Form 10-K for additional information.

Recently Issued Accounting Standards Not Yet Adopted

5 unchanged sentences

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

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

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

12 unchanged sentences

Note 4 – Business Segments

The Company’s operating segments, which are consistent with its reportable segments, reflect the structure of the Company’s internal organization and the manner by which the CODM, which is the Company’s Chief Executive Officer, allocates resources and assesses performance.

The Company’s operating segments, which are consistent with its reportable segments, reflect the structure of the Company’s internal organization and the manner by which the Chief Operating Decision Maker (“CODM”), which is the Company’s Chief Executive Officer, allocates resources and assesses performance.

The CODM evaluates performance for the Company’s operating segments based on segment operating earnings.

1 unchanged sentence

Operating expenses not directly attributable to the net sales of each respective segment, such as certain corporate and administrative costs and restructuring charges, are not included in segment operating earnings.

Other items not specifically identified with the Company’s reportable segments include Interest expense and Other expense, net.

Other items not specifically identified with the Company’s reportable segments include Interest expense and Other income (expense), net.

The CODM uses segment operating earnings to allocate resources for each segment predominantly in the annual budget and forecasting process.

6 unchanged sentences

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 months ended March 31, 2026 and 2025:

The following table presents information about the performance of the Company’s reportable segments for the three and six months ended June 30, 2026 and 2025:

Americas EMEA Asia/Pacific Totals

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Net sales (1)

6 unchanged sentences

Segment operating earnings $ 57,241 $ 32,740 $ 36,559 $ 126,540

Six Months Ended June 30, 2026

Net sales (1)

$ 450,241 $ 300,519 $ 262,269 $ 1,013,029

Significant segment expenses

Product costs (2)

226,957 157,539 137,506 522,002

Other segment items (3)

112,096 84,679 53,928 250,703

Segment operating earnings $ 111,188 $ 58,301 $ 70,835 $ 240,324

Americas EMEA Asia/Pacific Totals

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Net sales (1)

6 unchanged sentences

Segment operating earnings $ 58,976 $ 24,995 $ 28,715 $ 112,686

Six Months Ended June 30, 2025

Net sales (1)

$ 434,773 $ 269,201 $ 222,340 $ 926,314

Significant segment expenses

Product costs (2) (4) (5)

214,005 144,841 120,829 479,675

Other segment items (3)

103,330 75,972 46,866 226,168

Segment operating earnings $ 117,438 $ 48,388 $ 54,645 $ 220,471

(1) Net sales relate to external customers only.

2 unchanged sentences

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

The following table presents a reconciliation of the Company’s segment operating earnings to income before taxes and equity in net income of associated companies in the Company’s Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

(4) Product costs includes the $ 6.0 million amortization of the fair value step-up in Dipsol's inventories as a result of the acquisition during the three and six months ended June 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.

(5) Product costs includes a $ 3.6 million gain related to immaterial out-of-period adjustments for inventory during the three and six months ended June 30, 2025, which is comprised of approximately $ 1.4 million in the Americas segment and $ 2.2 million in the EMEA segment.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

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 six months ended June 30, 2026 and 2025:

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

2026 2025 2026 2025

Segment operating earnings $ 126,540 $ 112,686 $ 240,324 $ 220,471

Restructuring and related charges, net ( 8,116 ) ( 8,793 ) ( 15,497 ) ( 23,383 )

Impairment charges — ( 88,840 ) — ( 88,840 )

Non-operating and administrative expenses ( 60,203 ) ( 50,860 ) ( 115,290 ) ( 101,577 )

Depreciation of corporate assets and amortization ( 17,618 ) ( 16,703 ) ( 35,345 ) ( 31,557 )

Operating income 33,589 27,624

Other expense, net ( 23 ) ( 709 )

Operating income (loss) 40,603 ( 52,510 ) 74,192 ( 24,886 )

Other income (expense), net 406 ( 653 ) 383 ( 1,362 )

Interest expense ( 9,873 ) ( 12,779 ) ( 19,752 ) ( 22,324 )

Income before taxes and equity in net income of associated companies $ 23,687 $ 17,370

The following table presents information regarding the Company’s reportable segments’ depreciation for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

Income (loss) before taxes and equity in net income of associated companies $ 31,136 $ ( 65,942 ) $ 54,823 $ ( 48,572 )

The following table presents information regarding the Company’s reportable segments’ depreciation for the three and six months ended June 30, 2026 and 2025:

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

Depreciation 2026 2025 2026 2025

3 unchanged sentences

Total segment depreciation $ 7,752 $ 6,975 $ 15,666 $ 12,721

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Note 5 – Net Sales and Revenue Recognition

3 unchanged sentences

Contract Assets and Liabilities

The Company had no material contract assets recorded on its Condensed Consolidated Balance Sheets as of March 31, 2026 or December 31, 2025.

The Company had approximately $ 7.4 million and $ 3.6 million of deferred revenue as of March 31, 2026 and December 31, 2025, respectively.

For the three months ended March 31, 2026, 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, 2025.

The Company had no material contract assets recorded on its Condensed Consolidated Balance Sheets as of June 30, 2026 or December 31, 2025.

The Company had approximately $ 4.2 million and $ 3.6 million of deferred revenue as of June 30, 2026 and December 31, 2025, respectively.

For the six months ended June 30, 2026, 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, 2025.

Disaggregated Revenue

2 unchanged sentences

Net sales of each of the Company’s major product lines are generally spread throughout all three of the Company’s reportable segments, and in most cases, are approximately proportionate to the level of total sales in each reportable segment.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

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

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Customer Industries Americas EMEA Asia/Pacific Consolidated

2 unchanged sentences

$ 236,513 $ 158,436 $ 137,601 $ 532,550

Three Months Ended March 31, 2025

Six Months Ended June 30, 2026

Customer Industries Americas EMEA Asia/Pacific Consolidated

2 unchanged sentences

$ 450,241 $ 300,519 $ 262,269 $ 1,013,029

Three Months Ended June 30, 2025

Customer Industries Americas EMEA Asia/Pacific Consolidated

Metals $ 62,825 $ 36,348 $ 55,782 $ 154,955

Metalworking and other 158,237 103,575 66,633 328,445

$ 221,062 $ 139,923 $ 122,415 $ 483,400

Six Months Ended June 30, 2025

Customer Industries Americas EMEA Asia/Pacific Consolidated

Metals $ 127,121 $ 69,308 $ 105,649 $ 302,078

Metalworking and other 307,652 199,893 116,691 624,236

$ 434,773 $ 269,201 $ 222,340 $ 926,314

Note 6 - Leases

2 unchanged sentences

In addition, the Company has certain land use leases with remaining lease terms up to 89 years.

The Company had no material variable lease costs, sublease income, or finance leases for the three months ended March 31, 2026 and 2025.

The Company had no material variable lease costs, sublease income, or finance leases for the three and six months ended June 30, 2026 and 2025.

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

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Operating lease expense $ 4,423 $ 4,302 $ 8,514 $ 8,010

5 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

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

10 unchanged sentences

Weighted average discount rate 6.67 % 6.58 %

Maturities of operating lease liabilities as of March 31, 2026 were as follows:

Maturities of operating lease liabilities as of June 30, 2026 were as follows:

For the remainder of 2026 $ 8,503

8 unchanged sentences

(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 one portion of the laboratory space commenced during the second quarter of 2026 with a present value of operating lease liabilities of $ 19.0 million as of June 30, 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 fourth quarter of 2026 or the first quarter of 2027.

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 March 31, 2026.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

The cumulative future lease commitment for the remaining laboratory and office space that has not yet commenced is $ 48.8 million.

The future lease commitments relating to the leases that have not yet commenced were not included in the operating lease liabilities balance as of June 30, 2026.

Note 7 – Restructuring and Related Activities

The Company records restructuring liabilities that represent nonrecurring charges in connection with simplifying certain organizational structures and operations.

Restructuring costs incurred during the three months ended March 31, 2026 and 2025 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.

Restructuring costs incurred during the three and six months ended June 30, 2026 and 2025 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.

Restructuring activity primarily consists of the following programs:

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

2026 Global Business Transformation Program

4 unchanged sentences

Costs relating to other transformation initiatives described above are expected to be recognized within SG&A and Cost of goods sold in the Company’s Condensed Consolidated Statements of Operations.

As of March 31, 2026, the 2026 program included approximately 20 headcount reductions globally.

The Company recorded $ 4.4 million of restructuring and related charges relating to the program during the three months ended March 31, 2026.

As of June 30, 2026, the 2026 program included approximately 100 headcount reductions globally.

The Company recorded $ 4.5 million and $ 8.9 million of restructuring and related charges relating to the program during the three and six months ended June 30, 2026, respectively.

2022 Global Cost and Optimization Program

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

As of March 31, 2026, the 2022 program included restructuring and associated severance costs to reduce headcount by approximately 440 positions globally.

As of June 30, 2026, the 2022 program included restructuring and associated severance costs to reduce headcount by approximately 440 positions globally.

In addition, the Company took actions to optimize its facility footprint under this program.

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

The Company recorded $ 3.0 million and $ 14.6 million of restructuring and related charges relating to the 2022 program during the three months ended March 31, 2026 and 2025, respectively.

The Company recorded $ 3.6 million and $ 6.6 million of restructuring and related charges relating to the 2022 program during the three and six months ended June 30, 2026, respectively.

Comparatively, the Company recorded $ 8.8 million and $ 23.4 million of restructuring and related charges relating to the 2022 program during the three and six months ended June 30, 2025, respectively.

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

6 unchanged sentences

Currency translation adjustments ( 151 ) ( 22 ) ( 173 )

Accrued restructuring as of March 31, 2026 $ 7,281 $ 2,201 $ 9,482

Accrued restructuring as of June 30, 2026 $ 5,091 $ 3,716 $ 8,807

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

As of March 31, 2026, the Company classified properties in the Americas segment with an aggregate book value of approximately $ 1.2 million as held-for-sale.

As of June 30, 2026, 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.

1 unchanged sentence

Note 8 – Share-Based Compensation

The Company recognized $ 3.2 million of share-based compensation expense in its Condensed Consolidated Statements of Operations for each of the three months ended March 31, 2026 and 2025.

The Company recognized $ 3.7 million and $ 6.9 million, respectively, of share-based compensation expense in its Condensed Consolidated Statements of Operations for each of the three and six months ended June 30, 2026 and 2025, respectively.

Restricted Stock Awards

During the quarter ended March 31, 2026, the remaining unrecognized compensation expense related to non-vested restricted shares was fully recognized.

During the six months ended June 30, 2026, the remaining unrecognized compensation expense related to non-vested restricted shares was fully recognized.

Restricted Stock Units

During the six months ended June 30, 2026, the Company granted 76,884 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, 2026, unrecognized compensation expense related to non-vested restricted stock units was $ 11.7 million, to be recognized over a weighted average remaining period of 1.5 years.

Quaker Chemical Corporation

1 unchanged sentence

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

Restricted Stock Units

During the three months ended March 31, 2026, the Company granted 74,235 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 March 31, 2026, unrecognized compensation expense related to non-vested restricted stock units was $ 13.4 million, to be recognized over a weighted average remaining period of 1.7 years.

Performance Stock Units

5 unchanged sentences

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 three months ended March 31, 2026, the Company granted 28,842 PSUs with a ROIC condition.

During the six months ended June 30, 2026, the Company granted 29,313 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 three months ended March 31, 2026, the Company granted 28,733 PSUs with a relative TSR condition.

During the six months ended June 30, 2026, the Company granted 29,202 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 $ 109.28 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 March 31, 2026, there was approximately $ 10.9 million of total unrecognized compensation cost related to PSUs, which the Company expects to recognize over a weighted-average period of 2.5 years.

As of June 30, 2026, there was approximately $ 8.2 million of total unrecognized compensation cost related to PSUs, which the Company expects to recognize over a weighted-average period of 2.2 years.

Note 9 – Pension and Other Postretirement Benefits

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

Three Months Ended March 31,

Pension Benefits Other Postretirement Benefits

Three Months Ended June 30,

Six Months Ended June 30,

Pension Benefits Other Postretirement Benefits Pension Benefits Other Postretirement Benefits

2026 2025 2026 2025 2026 2025 2026 2025

6 unchanged sentences

Employer Contributions

During the three months ended March 31, 2026, $ 0.8 million of contributions have been made to the Company’s U.S.

During the six months ended June 30, 2026, $ 1.5 million of contributions have been made to the Company’s U.S.

and foreign pension plans.

5 unchanged sentences

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

Note 10 – Other Expense, net

The components of Other expense, net are as follows:

Note 10 – Other Income (Expense), net

The components of Other income (expense), net are as follows:

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Non-income tax refunds and other related credits $ 41 $ 132 $ 52 $ 300

(Loss) gain on disposals of property, plant, equipment and other assets, net ( 111 ) ( 40 ) ( 121 ) 2,108

Foreign exchange losses, net ( 670 ) ( 3,518 )

Foreign exchange gains (losses), net 698 ( 1,083 ) 28 ( 4,601 )

Pension and postretirement benefit costs, non-service components ( 326 ) ( 448 ) ( 577 ) ( 882 )

Debt modification and extinguishment costs ( 1,711 ) — ( 1,711 ) —

Product liability claim reimbursement 1,000 — 1,000 —

Earnout liability adjustment — ( 340 ) — ( 340 )

Interest income 673 752 1,296 1,412

Other non-operating income, net 142 374 416 641

Total other expense, net $ ( 23 ) $ ( 709 )

(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 three months ended March 31, 2025.

Foreign exchange losses, net during the three months ended March 31, 2025 includes a $ 1.9 million foreign exchange loss relating to the change in fair value of the foreign exchange forward contracts entered into in connection with the acquisition of Dipsol.

Other income (expense), net $ 406 $ ( 653 ) $ 383 $ ( 1,362 )

During the second quarter of 2026, the Company recorded Debt modification and extinguishment costs of approximately $ 1.7 million which includes the write-off of certain previously unamortized deferred financing costs as well as a portion of the third-party costs incurred to execute an amendment to the Company’s primary credit facility.

See Note 14, Debt , for more information.

(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.

Foreign exchange gains (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.

See Note 17, Hedging Activities , for more information.

Product liability claim reimbursement reflects insurance recoveries relating to a previous payment by the Company in connection with a product liability dispute with a customer.

Note 11 – Income Taxes

The Company’s effective tax rates for the three months ended March 31, 2026 and 2025 were 30.2 % and 43.4 %, respectively.

The Company’s effective tax rate for the three months ended March 31, 2026 was largely driven by our mix of pre-tax earnings and withholding taxes.

Comparatively, the effective tax rate for the three months ended March 31, 2025 was largely driven by our mix of pre-tax earnings, withholding taxes and return to provision adjustments offset by net favorable reductions in uncertain tax positions.

The Company’s effective tax rates for the three and six months ended June 30, 2026 were 35.9 % and 33.4 %, respectively, compared to ( 8.3 )% and ( 26.8 )%, respectively, for the three and six months ended June 30, 2025.

The Company’s effective tax rate for the three and six months ended June 30, 2026 was largely driven by our mix of pre-tax earnings and withholding taxes.

Comparatively, the 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, while the 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.

On July 4, 2025, H.R.

10 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Basic earnings per common share

Net income attributable to Quaker Chemical Corporation $ 19,669 $ 12,922

income allocated to participating securities ( 10 ) ( 22 )

Net income available to common shareholders $ 19,659 $ 12,900

Net income (loss) attributable to Quaker Chemical Corporation $ 26,835 $ ( 66,580 ) $ 46,504 $ ( 53,658 )

(income) loss allocated to participating securities ( 128 ) 82 ( 153 ) 91

Net income (loss) available to common shareholders $ 26,707 $ ( 66,498 ) $ 46,351 $ ( 53,567 )

Basic weighted average common shares outstanding 17,109,417 17,572,447 17,217,771 17,605,920

Basic earnings per common share $ 1.13 $ 0.73

Basic earnings (loss) per common share $ 1.56 $ ( 3.78 ) $ 2.69 $ ( 3.04 )

Diluted earnings per common share

Net income attributable to Quaker Chemical Corporation $ 19,669 $ 12,922

income allocated to participating securities ( 10 ) ( 22 )

Net income available to common shareholders $ 19,659 $ 12,900

Net income (loss) attributable to Quaker Chemical Corporation $ 26,835 $ ( 66,580 ) $ 46,504 $ ( 53,658 )

(income) loss allocated to participating securities ( 127 ) 82 ( 153 ) 90

Net income (loss) available to common shareholders $ 26,708 $ ( 66,498 ) $ 46,351 $ ( 53,568 )

Basic weighted average common shares outstanding 17,109,417 17,572,447 17,217,771 17,605,920

1 unchanged sentence

Diluted weighted average common shares outstanding 17,199,666 17,592,971 17,299,282 17,630,541

Diluted earnings per common share $ 1.13 $ 0.73

Diluted earnings (loss) per common share $ 1.55 $ ( 3.78 ) $ 2.68 $ ( 3.04 )

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 61,990 and 70,771 , respectively, for the three months ended March 31, 2026 and 2025 .

The number of anti-dilutive shares were 28,040 and 39,405 , respectively, for the three and six months ended June 30, 2026, compared to 60,117 and 67,575 , respectively, for the three and six months ended June 30, 2025 .

Note 13 – Goodwill and Other Intangible Assets

Changes in the carrying amount of goodwill for the three months ended March 31, 2026 were as follows:

Changes in the carrying amount of goodwill for the six months ended June 30, 2026 were as follows:

Americas EMEA Asia/Pacific Total

1 unchanged sentence

Currency translation adjustments 624 — 1,377 2,001

Balance as of March 31, 2026 $ 287,141 $ — $ 214,864 $ 502,005

Mar 31, 2026 Dec 31, 2025

Balance as of June 30, 2026 $ 287,652 $ — $ 216,069 $ 503,721

Jun 30, 2026 Dec 31, 2025

Goodwill, gross $ 692,547 $ 694,311

4 unchanged sentences

These amounts include the impact of currency translation.

The Company completes its annual goodwill and indefinite-lived intangible asset impairment tests during the fourth quarter of each year, or more frequently if triggering events indicate a possible impairment in one or more of its reporting units.

The Company continually evaluates financial performance, economic conditions and other recent developments in assessing if a triggering event indicates that the carrying value of goodwill, indefinite-lived, or long-lived assets might be impaired.

Quaker Chemical Corporation

1 unchanged sentence

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

During the second quarter of 2025, the Company concluded that the negative impacts of the lower than projected financial performance, driven by the continuation of soft end market conditions, as well as an increase in the Company’s cost of capital, driven by uncertainty around the potential negative impacts of tariffs, represented a triggering event for the Company’s EMEA reporting unit and the associated goodwill, as well as the related asset group.

As a result of this conclusion, the Company completed an interim impairment assessment as of June 30, 2025 for its EMEA reporting unit and the related asset group.

The Company concluded that the undiscounted cash flows exceeded the carrying value of the EMEA asset group, and therefore that the long-lived assets were not impaired.

In completing a quantitative goodwill impairment test, the Company compares the reporting unit’s fair value, based on future discounted cash flows, to its carrying value in order to determine if an impairment of goodwill exists.

The estimates of future discounted cash flows involve considerable judgment and are based upon certain significant assumptions including the weighted average cost of capital (“WACC”) as well as projected EBITDA, which includes assumptions related to revenue growth rates, gross margin levels and operating expenses.

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.

Gross carrying amounts and accumulated amortization for definite-lived intangible assets were as follows:

2 unchanged sentences

Amortization Net Book Value

March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025 June 30, 2026 December 31, 2025 June 30, 2026 December 31, 2025

Customer lists and rights to sell $ 895,409 $ 901,662 $ 376,289 $ 351,859 $ 519,120 $ 549,803

5 unchanged sentences

Three Months Ended

Six Months Ended

2026 2025 2026 2025

Amortization expense $ 16,097 $ 16,088 $ 32,225 $ 30,325

6 unchanged sentences

For the year ended December 31, 2031 58,545

As of March 31, 2026 and December 31, 2025, the Company had indefinite-lived intangible assets for trademarks and tradenames totaling $ 198.3 million and $ 201.2 million, respectively.

As of June 30, 2026 and December 31, 2025, the Company had indefinite-lived intangible assets for trademarks and tradenames totaling $ 197.2 million and $ 201.2 million, respectively.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Note 14 – Debt

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

As of March 31, 2026 As of December 31, 2025

As of June 30, 2026 As of December 31, 2025

Rate Outstanding

11 unchanged sentences

Total long-term debt $ 857,790 $ 834,901

Credit facilities

The Company, along with its wholly owned subsidiary, Quaker Houghton B.V., as borrowers, maintain a credit facility with Bank of America, N.A., as administrative agent, U.S.

dollar swing line lender and letter of credit issuer, Bank of America Europe Designated Active Company, as Euro Swing Line Lender, certain guarantors and other lenders.

The credit facility, as amended in June 2022 (the “Credit Facility”), established (A) a $ 150.0 million Euro equivalent senior secured term loan, (B) a $ 600.0 million senior secured term loan, and (C) a $ 500.0 million senior secured revolving credit facility, each maturing in June 2027.

In April 2026, the Company and Quaker Houghton B.V., as borrowers, entered into a fourth amendment to the Credit Facility with the lenders.

As amended, the Credit Facility (the “Amended Credit Facility”) established (A) a $ 250.0 million Euro equivalent senior secured term loan (the “Euro Term Loan”) (B) a $ 550.0 million senior secured term loan (the “U.S.

Term Loan”) and (C) an $ 800.0 million senior secured revolving credit facility (the “Revolver”), each maturing in April 2031.

The Company used the proceeds from the Amended Credit Facility to, among other things, repay in full all outstanding loans and terminate the revolving credit commitments under the existing Credit Facility.

The Company has the right to increase the amount of the Amended Credit Facility by an aggregate amount not to exceed (a) the greater of (i) $ 331.0 million and (ii) 100 % of Consolidated EBITDA, subject to certain conditions including the agreement to provide financing by any lender providing such increase.

The agreement governing the Amended Credit Facility (the “Amended Credit Agreement”) contains customary affirmative and negative covenants, financial covenants and events of default.

The Amended Credit Agreement contains a number of customary business covenants, including without limitation restrictions on (a) the incurrence of additional indebtedness by the Company or certain of its subsidiaries, (b) investments in and acquisitions of other businesses, lines of business and divisions by the Company or certain of its subsidiaries, (c) the making of dividends or capital stock purchases by the Company or certain of its subsidiaries and (d) dispositions of assets by the Company or certain of its subsidiaries.

The Company is permitted to make regularly scheduled dividend payments in an annual amount not exceeding $ 30.0 million or 5 % of the annual market capitalization of the Company, whichever is greater, and is permitted to make other dividend and share repurchases in annual amounts not exceeding $ 33.0 million or 10 % of Consolidated EBITDA, whichever is greater, if there is no default.

Additionally, if there is no default and the consolidated net leverage ratio is less than 3.00 to 1.00, then the Company may make unlimited restricted payments.

Financial covenants contained in the Amended Credit Agreement include a consolidated interest coverage ratio test and a consolidated net leverage ratio test.

Generally, the consolidated net leverage ratio at the end of a quarter may not be greater than 4.25 to 1.00, subject to a permitted increase during a four-quarter period after certain acquisitions.

The Company has the option of replacing the consolidated net leverage ratio test with a consolidated secured net leverage ratio test if the Company issues certain types of unsecured notes, subject to certain customary limitations.

Customary events of default in the Amended Credit Agreement include, without limitation, defaults for non-payment, breach of representations and warranties, non-performance of covenants, cross-defaults, insolvency, and a change of control of the Company in certain circumstances.

The occurrence of an event of default under the Amended Credit Agreement could result in all loans and other obligations becoming immediately due and payable and the Amended Credit Facility being terminated.

As of June 30, 2026, the Company was in compliance with all of the Amended Credit Facility covenants.

Quaker Chemical Corporation

1 unchanged sentence

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

Credit facilities

In June 2022, the Company, and its wholly owned subsidiary, Quaker Houghton B.V., as borrowers, Bank of America, N.A., as administrative agent, U.S.

dollar swing line lender and letter of credit issuer, Bank of America Europe Designated Active Company, as Euro Swing Line Lender, certain guarantors and other lenders entered into an amendment to its primary credit facility.

The amended credit facility (the “Credit Facility”) established (A) a $ 150.0 million Euro equivalent senior secured term loan (the “Euro Term Loan”), (B) a $ 600.0 million senior secured term loan (the “U.S.

Term Loan”), and (C) a $ 500.0 million senior secured revolving credit facility (the “Revolver”), each maturing in June 2027.

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.

Subsequent to the first quarter of 2026, in April 2026, the Company, and its wholly owned subsidiary, Quaker Houghton B.V., as borrowers, Bank of America, N.A., as administrative agent, U.S.

The amended credit facility (the “Amended Credit Facility”) established (A) a $ 250.0 million Euro equivalent senior secured term loan (B) a $ 550.0 million senior secured term loan and (C) a $ 800.0 million senior secured revolving credit facility, each maturing in April 2031.

The Company primarily used the proceeds from the Amended Credit Facility to repay in full all outstanding loans under the existing Credit Facility and to terminate the revolving credit commitments under the existing Credit Facility.

As of March 31, 2026, the Company was in compliance with all of the Credit Facility covenants.

See Note 19, Debt, to Consolidated Financial Statements in the Company’s 2025 Form 10-K.

The weighted average variable interest rate incurred on the outstanding borrowings under the Credit Facility during the three months ended March 31, 2026 was approximately 4.8 %.

As of March 31, 2026, the weighted average variable interest rate on the outstanding borrowings under the Credit Facility was approximately 4.7 %.

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.

As of March 31, 2026, the Company had unused capacity under the Revolver of approximately $ 255 million, which is net of bank letters of credit of approximately $ 2 million.

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.

In March 2026, the Company’s interest rate swap contracts expired.

In April 2026, the Company entered into $ 400.0 million notional amounts of four-year interest rate swaps, converting a portion of the Company’s variable rate borrowings into an average fixed rate of 3.58 % plus the applicable margin.

See Note 17, Hedging Activities , for more information.

The Company capitalized third-party and credit debt issuance costs attributed to the Euro Term Loan, U.S.

Term Loan and Revolver during the second quarter of 2022.

Capitalized costs attributed to the Euro Term Loan and U.S.

Term Loan are recorded as a direct offset to Long-term debt on the Condensed Consolidated Balance Sheets.

Capitalized costs attributed to the Revolver are recorded within Other assets on the Condensed Consolidated Balance Sheets.

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

As of March 31, 2026 and December 31, 2025, the Company had $ 0.5 million and $ 0.7 million, respectively, of debt issuance costs recorded as a reduction of Long-term debt and $ 1.2 million and $ 1.4 million, respectively, of debt issuance costs recorded within Other assets.

The weighted average variable interest rate incurred on the outstanding borrowings under the Amended Credit Facility and Credit Facility during the three and six months ended June 30, 2026 was approximately 4.6 % and 4.7 %, respectively.

As of June 30, 2026, the interest rate on the outstanding borrowings under the Amended Credit Facility was approximately 4.4 %.

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

As part of the Amended Credit Facility, the range of the annual commitment fee was changed from 0.125 % to 0.275 %.

As of June 30, 2026, the Company had unused capacity under the Revolver of approximately $ 727.6 million, which is net of bank letters of credit of approximately $ 2.4 million .

Prior to executing the Amended Credit Facility, the Company had $ 0.5 million of debt issuance costs recorded as a reduction of Long-term debt and $ 1.1 million of debt issuance costs recorded within Other non-current assets on the Condensed Consolidated Balance Sheets.

In connection with executing the Amended Credit Facility, the Company recorded debt modification and extinguishment costs of approximately $ 1.7 million which includes the write-off of certain previously unamortized debt issuance costs and a portion of third-party costs that were incurred to execute the Amended Credit Facility.

Also in connection with executing the Amended Credit Facility, during the second quarter of 2026 the Company capitalized $ 6.2 million of creditor debt issuance costs and certain third-party costs.

Approximately $ 2.4 million of the capitalized costs were attributed to the Euro Term Loan and U.S.

Term Loan and were recorded as a direct reduction of Long-term debt on the Condensed Consolidated Balance Sheet.

Approximately $ 3.8 million of the capitalized costs were attributed to the Revolver and recorded within Other non-current assets on the Condensed Consolidated Balance Sheets.

These capitalized costs, as well as the previously capitalized costs that were not written off, will collectively be amortized into Interest expense over the five -year term of the Amended Credit Facility.

As of June 30, 2026, the Company had $ 2.7 million of debt issuance costs recorded as a reduction of Long-term debt and $ 4.6 million of debt issuance costs recorded within Other non-current assets.

Industrial development bonds

As of March 31, 2026 and December 31, 2025, the Company had fixed rate, industrial development authority bonds totaling $ 10.0 million in principal amount due in 2028.

As of June 30, 2026 and December 31, 2025, 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 March 31, 2026 was approximately $ 58 million.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Total unused capacity under these arrangements as of June 30, 2026 was approximately $ 63 million.

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

Collectively, the total bank letters of credit and guarantees outstanding as of March 31, 2026 were approximately $ 7 million.

Collectively, the total bank letters of credit and guarantees outstanding as of June 30, 2026 were approximately $ 7 million.

Interest expense

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Interest expense $ 9,495 $ 12,426 $ 19,021 $ 21,618

1 unchanged sentence

Total $ 9,873 $ 12,779 $ 19,752 $ 22,324

Based on the variable interest rates associated with the Credit Facility, as of March 31, 2026 and as of December 31, 2025, 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 Amended Credit Facility and the Credit Facility, as of June 30, 2026 and as of December 31, 2025, the amounts at which the Company’s total debt were recorded are not materially different from their fair market value.

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Note 15 – Accumulated Other Comprehensive Income

5 unchanged sentences

Instruments Total

Balance as of March 31, 2026 $ ( 114,619 ) $ ( 10,831 ) $ 91 $ — $ ( 125,359 )

Other comprehensive income (loss) before Reclassifications 1,024 102 313 3,686 5,125

Amounts reclassified from AOCI — 92 ( 4 ) — 88

Related tax amounts ( 380 ) ( 49 ) ( 65 ) ( 848 ) ( 1,342 )

Balance as of June 30, 2026 $ ( 113,975 ) $ ( 10,686 ) $ 335 $ 2,838 $ ( 121,488 )

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 )

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

See Note 17, Hedging Activities , for more information.

Adjustments 1

Plans Unrealized Gain

Available-for-

Sale Securities Derivative

Instruments Total

Balance as of December 31, 2025 $ ( 104,697 ) $ ( 11,234 ) $ 257 $ 13 $ ( 115,661 )

2 unchanged sentences

Related tax amounts ( 876 ) ( 184 ) ( 21 ) ( 848 ) ( 1,929 )

Balance as of March 31, 2026 $ ( 114,619 ) $ ( 10,831 ) $ 91 $ — $ ( 125,359 )

Balance as of June 30, 2026 $ ( 113,975 ) $ ( 10,686 ) $ 335 $ 2,838 $ ( 121,488 )

Balance as of December 31, 2024 $ ( 192,841 ) $ ( 10,313 ) $ 287 $ 1,248 $ ( 201,619 )

2 unchanged sentences

Related tax amounts ( 244 ) 452 136 207 551

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

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

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

See Note 17, Hedging Activities , for more information.

All reclassifications related to unrealized gain (loss) in available-for-sale securities relate to the Company’s equity interest in Primex, a captive insurance company, and are recorded in equity in net income of associated companies.

The amounts reported in other comprehensive income for noncontrolling interest are related to currency translation adjustments.

Quaker Chemical Corporation

1 unchanged sentence

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

Note 16 – Fair Value Measurements

N ote 16 - Fair Value Measurements

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 March 31, 2026 and December 31, 2025.

The Company owns an immaterial amount of company-owned life insurance policies as of June 30, 2026 and December 31, 2025.

The Company values its long-term debt at fair value based on quoted market prices for the same or similar issues, or on current rates offered to the company for debt of the same remaining maturities and terms.

Due to the infrequency of trades, these inputs are considered to be Level 2 inputs.

Based on the variable interest rates associated with the Credit Facility, as of March 31, 2026 and December 31, 2025, 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 Amended Credit Facility and the Credit Facility, as of June 30, 2026 and December 31, 2025, the amounts at which the Company’s total debt were recorded are not materially different from their fair market value.

See Note 17, Hedging Activities , for a description of the Company’s derivative instruments including the valuation techniques used to determine fair value and support for their classification within Level 2 of the fair value hierarchy

6 unchanged sentences

These forward contracts are marked-to-market at each reporting date.

Changes in the fair value of the underlying instrument and settlements are recognized in earnings in Other expense, net.

Changes in the fair value of the underlying instrument and settlements are recognized in earnings in Other income (expense), net.

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 March 31, 2026 were entered into as hedges of the Japanese yen and Mexican peso against the U.S.

Open foreign exchange forward contracts as of June 30, 2026 were entered into as hedges of the Japanese yen, Mexican peso, and European euro against the U.S.

dollar and had the following notional U.S.

dollar values (in millions) :

Currency March 31,

dollar values (in thousands) :

Currency June 30,

Mexican Peso $ 10,900

Japanese Yen 15,900

European Euro 82,300

In connection with the acquisition of Dipsol as described in Note 2, Business Acquisitions , in March 2025, the Company entered into multiple foreign exchange forward contracts with various financial institutions with an aggregate notional amount totaling $ 155.3 million to hedge the variability of exchange rate impacts between the U.S.

1 unchanged sentence

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

The Company recognized a $ 1.9 million foreign currency loss during the three months ended March 31, 2026 in Other expense, net relating to the change in fair value of these instruments as of the settlement date.

Open foreign exchange forward contracts as of March 31, 2026 had maturities occurring over a period of up to one month .

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 income (expense), 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, 2026 had maturities occurring over a period of up to one month .

Interest Rate Swaps

In order to manage the Company’s exposure to variable interest rate risk associated with the Credit Facility, such as the Secured Overnight Financing Rate (“SOFR”), 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 into a fixed-rate obligation.

During March 2026, the Company’s interest rate swap contracts expired.

In April 2026, the Company entered into $ 400.0 million notional amount of four -year interest rate swaps, converting a portion of the Company’s variable rate borrowings relating to the Amended Credit Facility into an average fixed rate of 3.58 % plus the applicable margin.

See Note 14, Debt , for additional information.

These interest rate swaps are designated as cash flow hedges and, as such, the contracts are marked-to-market at each reporting date with any unrealized gains or losses included in AOCI to the extent effective and reclassified to interest expense in the period during which the hedged transactions affect earnings or it becomes probable that the forecasted transaction will not occur.

During March 2026, the Company’s interest rate swap contracts expired.

In April 2026, the Company entered into $ 400.0 million notional amount of four-year interest rate swaps, converting a portion of the Company’s variable rate borrowings into an average fixed rate of 3.58 % plus the applicable margin.

These interest rate swaps are designated as cash flow hedges.

Quaker Chemical Corporation

13 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 March 31,

Derivative instruments Condensed Consolidated Balance Sheets Location June 30,

2026 December 31,

Net investment hedges Other non-current assets $ 10,950 $ 10,053

Net investment hedges Prepaid expenses and other current assets $ 98 $ —

Net investment hedges Other non-current liabilities — 1,541

Net investment hedges Other non-current assets $ 12,220 $ 10,053

Interest rate swaps Prepaid expenses and other current assets — 16

Interest rate swaps Other non-current assets 3,686 —

Foreign currency forward contracts Other accrued liabilities — 5

Foreign currency forward contracts Prepaid expenses and other current assets 99 —

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

Derivative instruments:

Condensed Consolidated Balance Sheets Location March 31,

Condensed Consolidated Balance Sheets Location June 30,

2026 December 31,

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Three Months Ended

June 30, Six Months Ended

Derivative instruments Condensed Consolidated Statements of Operations 2026 2025 2026 2025

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Interest rate swaps Interest expense 37 518 71 1,041

Foreign exchange forward contracts Other expense, net 393 ( 1,857 )

Foreign exchange forward contracts Other income (expense), net 645 1,441 1,038 ( 415 )

Total $ 1,807 $ 2,656 $ 3,358 $ 1,323

Quaker Chemical Corporation

Notes to Condensed Consolidated Financial Statements - Continued

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

Note 18 – Commitments and Contingencies

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See Note 25, Commitments and Contingencies , in the Company’s 2025 Form 10-K for more information.

During the three months ended March 31, 2026, there have been no significant changes to the facts or circumstances of any of the previously disclosed matters.

During the three and six months ended June 30, 2026, 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 $ 5.2 million as of March 31, 2026 and December 31, 2025 for these ongoing matters.

In addition, during the three months ended March 31, 2026, 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 $ 4.9 million and $ 5.2 million, respectively, as of June 30, 2026 and December 31, 2025 for these ongoing matters.

In addition, during the three and six months ended June 30, 2026, 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