LINCOLN ELECTRIC HOLDINGS INC 10-Q

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Dollars in thousands, except per share amounts ) This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read together with the Company’s unaudited consolidated financial statements and other financial information included elsewhere in this Quarterly Report on Form 10-Q. General The Company is a high-performance industrial machinery and technology leader who helps customers manufacture and maintain vital equipment and infrastructure. The Company’s innovative solutions enable higher quality and productivity across a variety of processes including welding, cutting, brazing, machining, process automation, and field repair. The Company’s products include arc welding equipment, filler metals (welding, brazing and soldering consumables), cutting systems (laser, plasma and oxyfuel), wire feeding systems, fume control equipment, welding accessories, specialty gas regulators, mobile power equipment, wear solutions, software, and education solutions; as well as a comprehensive portfolio of automated solutions and system integration services for joining, cutting, material handling, module assembly, and end of line testing. Services include additive manufacturing, precision fabrication, wear services, upfitting, and training. Solutions range in technology and features from basic units used for personal, maintenance and light manufacturing use to highly sophisticated robotic solutions for complex fabrication and production activities. The Company’s business units are aligned into three operating segments. The operating segments consist of Americas Welding, International Welding and The Harris Products Group. The Americas Welding segment includes welding operations in North and South America. The International Welding segment includes welding operations in Europe, Africa, Asia and Australia. The Harris Products Group includes the Company’s global cutting, soldering and brazing businesses, specialty gas equipment, as well as the retail business which is primarily in the United States. 24 Table of Contents Results of Operations The following tables show the Company’s results of operations: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Favorable (Unfavorable) ​ 2026 ​ ​ 2025 ​ ​ 2026 vs. 2025 ​ ​ Amount ​ ​ ​ % of Sales ​ ​ ​ ​ Amount ​ ​ ​ % of Sales ​ ​ ​ ​ $ ​ ​ ​ % Net sales $ 1,219,663 ​ ​ ​ ​ $ 1,088,673 ​ ​ ​ $ 130,990 12.0 % Cost of goods sold 770,667 ​ ​ ​ ​ 683,126 ​ ​ ​ ​ (87,541) (12.8) % Gross profit 448,996 ​ 36.8 % ​ 405,547 37.3 % ​ 43,449 10.7 % Selling, general & administrative expenses 224,871 ​ 18.4 % ​ 210,861 19.4 % ​ (14,010) (6.6) % Rationalization and asset impairment net charges 3,481 ​ 0.3 % ​ 2,542 0.2 % ​ ​ (939) (36.9) % Operating income 220,644 ​ 18.1 % ​ 192,144 17.6 % ​ 28,500 14.8 % Interest expense, net 12,521 ​ ​ ​ ​ 12,619 ​ ​ ​ 98 0.8 % Other (expense) income (241) ​ ​ ​ ​ 4,034 ​ ​ ​ ​ (4,275) (106.0) % Income before income taxes 207,882 ​ 17.0 % ​ 183,559 16.9 % ​ 24,323 13.3 % Income taxes 49,363 ​ ​ ​ ​ 40,163 ​ ​ ​ (9,200) (22.9) % Effective tax rate 23.7 % ​ ​ ​ 21.9 % ​ ​ ​ ​ (1.8) % ​ ​ Net income $ 158,519 ​ 13.0 % ​ $ 143,396 13.2 % ​ $ 15,123 10.5 % Diluted earnings per share $ 2.88 ​ ​ ​ ​ $ 2.56 ​ ​ ​ $ 0.32 12.5 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Favorable (Unfavorable) ​ 2026 ​ ​ 2025 ​ ​ 2026 vs. 2025 ​ ​ Amount ​ ​ ​ % of Sales ​ ​ ​ ​ Amount ​ ​ ​ % of Sales ​ ​ ​ ​ $ ​ ​ ​ % Net sales $ 2,341,097 ​ ​ ​ ​ $ 2,093,061 ​ ​ ​ $ 248,036 11.9 % Cost of goods sold 1,492,969 ​ ​ ​ ​ 1,322,066 ​ ​ ​ ​ (170,903) (12.9) % Gross profit 848,128 ​ 36.2 % ​ 770,995 36.8 % ​ 77,133 10.0 % Selling, general & administrative expenses 435,682 ​ 18.6 % ​ 407,526 19.5 % ​ (28,156) (6.9) % Rationalization and asset impairment net charges 5,644 ​ 0.2 % ​ 6,407 0.3 % ​ ​ 763 11.9 % Operating income 406,802 ​ 17.4 % ​ 357,062 17.1 % ​ 49,740 13.9 % Interest expense, net 25,895 ​ ​ ​ ​ 24,746 ​ ​ ​ (1,149) (4.6) % Other income 329 ​ ​ ​ ​ 4,478 ​ ​ ​ ​ (4,149) (92.7) % Income before income taxes 381,236 ​ 16.3 % ​ 336,794 16.1 % ​ 44,442 13.2 % Income taxes 86,335 ​ ​ ​ ​ 74,911 ​ ​ ​ (11,424) (15.3) % Effective tax rate 22.6 % ​ ​ ​ 22.2 % ​ ​ ​ ​ (0.4) % ​ ​ Net income $ 294,901 ​ 12.6 % ​ $ 261,883 12.5 % ​ $ 33,018 12.6 % Diluted earnings per share $ 5.34 ​ ​ ​ ​ $ 4.66 ​ ​ ​ $ 0.68 14.6 % 25 Table of Contents Net Sales: The following tables summarize the impact of volume, acquisitions, price and foreign currency exchange rates on Net sales on a consolidated basis: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, ​ ​ ​ ​ ​ ​ ​ ​ Change in Net Sales due to: ​ ​ ​ ​ ​ ​ ​ Net Sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ Net Sales ​ ​ ​ ​ ​ 2025 ​ ​ ​ Volume ​ ​ ​ Price ​ ​ ​ Acquisitions ​ ​ ​ Exchange ​ ​ ​ 2026 Lincoln Electric Holdings, Inc. ​ $ 1,088,673 ​ $ 25,790 ​ $ 83,911 ​ $ 16,193 $ 5,096 ​ $ 1,219,663 ​ % Change ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Lincoln Electric Holdings, Inc. ​ ​ ​ ​ 2.4 % 7.7 % 1.5 % ​ 0.4 % ​ 12.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ ​ ​ ​ ​ ​ ​ ​ Change in Net Sales due to: ​ ​ ​ ​ ​ ​ ​ Net Sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ Net Sales ​ ​ ​ ​ ​ 2025 ​ ​ ​ Volume ​ ​ ​ Price ​ ​ ​ Acquisitions ​ ​ ​ Exchange ​ ​ ​ 2026 Lincoln Electric Holdings, Inc. ​ $ 2,093,061 ​ $ 149 ​ $ 188,469 ​ $ 31,987 $ 27,431 ​ $ 2,341,097 ​ % Change ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Lincoln Electric Holdings, Inc. ​ ​ ​ ​ — ​ 9.0 % 1.5 % ​ 1.4 % ​ 11.9 % ​ Net sales increased for the three and six months ended June 30, 2026 due to an increase in organic sales and a benefit from acquisitions and foreign exchange. The increase in organic sales for the three months ended June 30, 2026 is driven by an increase in pricing, primarily due to higher input costs, as well as higher volumes. The increase in organic sales for the six months ended June 30, 2026 is driven by an increase in pricing, primarily due to higher input costs. Gross Profit: Gross profit as a percentage of sales decreased 0.5% and 0.6% for the three and six months ended June 30, 2026, respectively, as compared to the same 2025 periods, driven by unfavorable impacts from product mix and higher input costs. This includes last-in, first-out (“LIFO”) charges of $4,186 and $5,024 for the three and six months ended June 30, 2026 and LIFO charges of $8,523 and $10,284 for the three and six months ended June 30, 2025, respectively, which are primarily due to rising input costs. Selling, General & Administrative Expenses: Selling, general & administrative expenses increased in the three and six months ended June 30, 2026 as compared to the same 2025 periods, primarily due to increases in spend related to the Company’s RISE strategic initiatives, acquisitions and the unfavorable impact of foreign currency translation. Selling, general & administrative expenses as a percentage of sales decreased primarily due to higher organic sales. Operating Income: Operating income as a percentage of sales was 18.1% for the three months ended June 30, 2026 as compared to 17.6% in the prior year period. Excluding special items, Operating income as a percentage of sales was 18.4% for the three months ended June 30, 2026 as compared with 17.9% in the prior year period. Operating income as a percentage of sales was 17.4% for the six months ended June 30, 2026 as compared to 17.1% in the prior year period. Excluding special items, Operating income as a percentage of sales was 17.6% in the six months ended June 30, 2026 as compared with 17.4% in the prior year period. Refer to explanations above for additional details. Also refer to Non-GAAP Financial Measures for a reconciliation of Adjusted operating income. 26 Table of Contents Income Taxes: The effective tax rate was higher for the three and six months ended June 30, 2026 as compared to the same 2025 periods, primarily due to the mix of earnings and timing of discrete tax items. Segment Results The following tables present components of Net sales by segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, ​ ​ ​ ​ ​ Change in Net Sales due to: ​ ​ ​ ​ ​ ​ ​ ​ Net Sales ​ ​ ​ ​ ​ ​ ​ Foreign ​ Net Sales ​ ​ 2025 ​ Volume (1) ​ Price (2) ​ Acquisitions (3) ​ Exchange (4) ​ 2026 ​ Operating Segments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Americas Welding $ 696,730 ​ $ 49,704 ​ $ 25,681 ​ $ — $ 2,323 ​ $ 774,438 ​ International Welding ​ 232,824 ​ (10,931) ​ 3,776 ​ 16,193 ​ 1,430 ​ 243,292 ​ The Harris Products Group ​ 159,119 ​ (12,983) ​ 54,454 ​ — ​ 1,343 ​ 201,933 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % Change ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Americas Welding ​ ​ ​ ​ 7.1 % 3.7 % ​ — ​ ​ 0.4 % ​ 11.2 % International Welding ​ ​ ​ ​ (4.7) % 1.6 % ​ 7.0 % ​ 0.6 % ​ 4.5 % The Harris Products Group ​ ​ ​ ​ (8.2) % 34.2 % ​ — ​ ​ 0.9 % ​ 26.9 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in Net Sales due to: ​ ​ ​ ​ ​ Net Sales ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ ​ ​ Net Sales ​ 2025 ​ Volume (1) ​ Price (2) ​ Acquisitions (3) ​ Exchange (4) ​ 2026 ​ Operating Segments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Americas Welding $ 1,349,837 ​ $ 47,069 ​ $ 75,160 ​ $ — $ 8,597 ​ $ 1,480,663 ​ International Welding ​ 451,885 ​ (32,562) ​ 4,073 ​ 31,987 ​ 14,944 ​ 470,327 ​ The Harris Products Group ​ 291,339 ​ (14,358) ​ 109,236 ​ — ​ 3,890 ​ 390,107 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % Change ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Americas Welding ​ ​ ​ ​ 3.5 % 5.6 % ​ — ​ ​ 0.6 % ​ 9.7 % International Welding ​ ​ ​ ​ (7.2) % 0.9 % ​ 7.1 % ​ 3.3 % ​ 4.1 % The Harris Products Group ​ ​ ​ ​ (4.9) % 37.5 % ​ — ​ ​ 1.3 % ​ 33.9 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Increase for the three and six months ended June 30, 2026 in Americas Welding is primarily due to improved industrial demand and higher project volumes within the automation product line. Decrease for the three months ended June 30, 2026 in International Welding is primarily due to slowing industrial activity in Europe and the Middle East conflict. Decrease for the six months ended June 30, 2026 in International Welding is primarily due to slowing industrial activity in Europe, the Middle East conflict and lower project volumes within the automation product line. Decrease for the three and six months ended June 30, 2026 in The Harris Products Group is primarily due to a challenging prior year comparison resulting from expanded market presence in retail. (2) Increase in all segments due to price actions taken in response to higher input costs. (3) Increase in International Welding due to the acquisition discussed in Note 4 to the consolidated financial statements. (4) Increase for the three and six months ended June 30, 2026 for all three segments was primarily attributable to the favorable impact of a stronger U.S. dollar. 27 Table of Contents Segment performance is measured and resources are allocated based on a number of factors, the primary measure being the Adjusted EBIT profit measure. Adjusted EBIT is defined as Operating income plus Other income, adjusted for special items as determined by management such as the impact of rationalization activities, certain asset impairment charges and gains or losses on disposals of assets. The following tables presents Adjusted EBIT by segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Favorable (Unfavorable) ​ ​ ​ Three Months Ended June 30, ​ 2026 vs. 2025 ​ ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ $ ​ ​ ​ % ​ ​ ​ Americas Welding: ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 774,438 ​ $ 696,730 ​ $ 77,708 ​ 11.2 % ​ Inter-segment sales ​ 28,904 ​ 43,391 ​ (14,487) ​ (33.4) % ​ Total Sales ​ $ 803,342 ​ $ 740,121 ​ ​ 63,221 ​ 8.5 % ​ Adjusted EBIT (1) (4) ​ $ 158,095 ​ $ 137,915 ​ ​ 20,180 ​ 14.6 % ​ As a percent of total sales (1) ​ 19.7 % 18.6 % ​ ​ ​ 1.1 % ​ International Welding: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 243,292 ​ $ 232,824 ​ ​ 10,468 ​ 4.5 % ​ Inter-segment sales ​ 7,564 ​ 7,641 ​ ​ (77) ​ (1.0) % ​ Total Sales ​ $ 250,856 ​ $ 240,465 ​ ​ 10,391 ​ 4.3 % ​ Adjusted EBIT (2) (5) ​ $ 26,595 ​ $ 30,550 ​ ​ (3,955) ​ (12.9) % ​ As a percent of total sales (2) ​ 10.6 % 12.7 % ​ ​ ​ (2.1) % ​ The Harris Products Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 201,933 ​ $ 159,119 ​ ​ 42,814 ​ 26.9 % ​ Inter-segment sales ​ 4,972 ​ 5,110 ​ ​ (138) ​ (2.7) % ​ Total Sales ​ $ 206,905 ​ $ 164,229 ​ ​ 42,676 ​ 26.0 % ​ Adjusted EBIT (3) (6) ​ $ 42,253 ​ $ 31,884 ​ ​ 10,369 ​ 32.5 % ​ As a percent of total sales (3) ​ 20.4 % 19.4 % ​ ​ ​ 1.0 % ​ Corporate / Eliminations: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inter-segment sales ​ $ (41,440) ​ $ (56,142) ​ ​ 14,702 ​ 26.2 % ​ Adjusted EBIT (7) ​ (3,044) ​ (1,200) ​ ​ (1,844) ​ (153.7) % ​ Consolidated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 1,219,663 ​ $ 1,088,673 ​ ​ 130,990 ​ 12.0 % ​ Net income ​ $ 158,519 ​ $ 143,396 ​ ​ 15,123 ​ 10.5 % ​ As a percent of total sales ​ 13.0 % 13.2 % ​ ​ ​ (0.2) % ​ Adjusted EBIT (8) ​ $ 223,899 ​ $ 199,149 ​ ​ 24,750 ​ 12.4 % ​ As a percent of sales ​ 18.4 % 18.3 % ​ ​ 0.1 % ​ ​ (1) Adjusted EBIT and Adjusted EBIT as a percent of sales increased for the three months ended June 30, 2026 as compared to June 30, 2025 primarily driven by the favorable net impact of organic sales partially offset by rising input costs. (2) Adjusted EBIT and Adjusted EBIT as a percent of sales decreased for the three months ended June 30 , 2026 as compared to June 30 , 2025 primarily driven by unfavorable impact of lower volumes and higher input costs, partially offset by the benefit of acquisitions. (3) Adjusted EBIT and Adjusted EBIT as a percent of sales increased for the three months ended June 30 , 2026 as compared to June 30 , 2025 primarily driven by operating leverage from higher organic sales. (4) The three months ended June 30 , 2026 and 2025 exclude Rationalization and asset impairment net charges of $1,012 and $905, respectively, as discussed in Note 6 to the consolidated financial statements. 28 Table of Contents (5) The three months ended June 30 , 2026 and 2025 exclude Rationalization and asset impairment net charges of $2,282 and $1,551, respectively, as discussed in Note 6 to the consolidated financial statements. (6) The three months ended June 30 , 2026 and 2025 exclude Rationalization and asset impairment net charges of $187 and $86, respectively, as discussed in Note 6 to the consolidated financial statements. (7) The three months ended June 30 , 2026 and 2025 exclude transaction costs of $15 and $429, respectively, as discussed in Note 4 to the consolidated financial statements. (8) See non-GAAP Financial Measures for a reconciliation of Net income as reported and Adjusted EBIT. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Favorable (Unfavorable) ​ ​ Six Months Ended June 30, ​ 2026 vs. 2025 ​ ​ 2026 ​ 2025 ​ $ ​ % ​ Americas Welding: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 1,480,663 ​ $ 1,349,837 ​ $ 130,826 ​ 9.7 % Inter-segment sales ​ ​ 65,613 ​ 73,763 ​ (8,150) ​ (11.0) % Total Sales ​ $ 1,546,276 ​ $ 1,423,600 ​ $ 122,676 ​ 8.6 % Adjusted EBIT (1) (4) ​ $ 285,563 ​ $ 262,113 ​ $ 23,450 ​ 8.9 % As a percent of total sales (1) ​ ​ 18.5 % 18.4 % ​ ​ 0.1 % International Welding: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 470,327 ​ $ 451,885 ​ $ 18,442 ​ 4.1 % Inter-segment sales ​ ​ 13,371 ​ 14,473 ​ (1,102) ​ (7.6) % Total Sales ​ $ 483,698 ​ $ 466,358 ​ $ 17,340 ​ 3.7 % Adjusted EBIT (2) (5) ​ $ 49,257 ​ $ 53,562 ​ $ (4,305) ​ (8.0) % As a percent of total sales (2) ​ ​ 10.2 % 11.5 % ​ ​ (1.3) % The Harris Products Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 390,107 ​ $ 291,339 ​ $ 98,768 ​ 33.9 % Inter-segment sales ​ ​ 9,636 ​ 9,094 ​ 542 ​ 6.0 % Total Sales ​ $ 399,743 ​ $ 300,433 ​ $ 99,310 ​ 33.1 % Adjusted EBIT (3) (6) ​ $ 83,062 ​ $ 56,213 ​ $ 26,849 ​ 47.8 % As a percent of total sales (3) ​ ​ 20.8 % 18.7 % ​ ​ 2.1 % Corporate / Eliminations: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inter-segment sales ​ $ (88,620) ​ $ (97,330) ​ $ 8,710 ​ 8.9 % Adjusted EBIT (7) ​ ​ (4,439) ​ (2,850) ​ (1,589) ​ (55.8) % Consolidated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 2,341,097 ​ $ 2,093,061 ​ $ 248,036 ​ 11.9 % Net income ​ $ 294,901 ​ $ 261,883 ​ $ 33,018 ​ 12.6 % As a percent of total sales ​ ​ 12.6 % 12.5 % ​ ​ 0.1 % Adjusted EBIT (8) ​ $ 413,443 ​ $ 369,038 ​ $ 44,405 ​ 12.0 % As a percent of sales ​ ​ 17.7 % 17.6 % ​ ​ 0.1 % ​ (1) Adjusted EBIT and Adjusted EBIT as a percent of sales increased for the six months ended June 30, 2026 as compared to June 30, 2025 driven by a favorable net impact of organic sales, partially offset by rising input costs. (2) Adjusted EBIT and Adjusted EBIT as a percent of sales decreased for the six months ended June 30 , 2026 as compared to June 30 , 2025 primarily driven by the unfavorable impact of lower volumes and higher input costs, partially offset by the benefit of acquisitions. 29 Table of Contents (3) Adjusted EBIT and Adjusted EBIT as a percentage of sales increased for the six months ended June 30 , 2026 as compared to June 30 , 2025 primarily driven by operating leverage from higher organic sales . (4) The six months ended June 30 , 2026 and 2025 exclude Rationalization and asset impairment net charges of $1,585 and $3,040, respectively, as discussed in Note 6 to the consolidated financial statements. (5) The six months ended June 30 , 2026 and 2025 exclude Rationalization and asset impairment net charges of $4,054 and $3,103, respectively, as discussed in Note 6 to the consolidated financial statements. (6) The six months ended June 30 , 2026 and 2025 exclude Rationalization and asset impairment net charges of $5 and $264, respectively, as discussed in Note 6 to the consolidated financial statements. (7) The six months ended June 30 , 2026 and 2025 exclude transaction costs of $668 and $1,231, respectively, as discussed in Note 4 to the consolidated financial statements. (8) See non-GAAP Financial Measures for a reconciliation of Net income as reported and Adjusted EBIT. Non-GAAP Financial Measures The Company reviews Adjusted operating income, Adjusted net income, Adjusted EBIT, Adjusted effective tax rate, Adjusted diluted earnings per share, Adjusted return on invested capital (“Adjusted ROIC”), Adjusted net operating profit after taxes, Free cash flow, Cash conversion and Organic sales, all non-GAAP financial measures, in assessing and evaluating the Company’s underlying operating performance. These non-GAAP financial measures exclude the impact of special items on the Company’s reported financial results. Non-GAAP financial measures should be read in conjunction with the generally accepted accounting principles in the United States ("GAAP") financial measures, as non-GAAP measures are a supplement to, and not a replacement for, GAAP financial measures. 30 Table of Contents The following table presents the reconciliations of Operating income as reported to Adjusted operating income, Net income as reported to Adjusted net income and Adjusted EBIT, Effective tax rate as reported to Adjusted effective tax rate and Diluted earnings per share as reported to Adjusted diluted earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, ​ ​ ​ Six Months Ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ 2026 ​ ​ ​ 2025 Operating income as reported ​ $ 220,644 ​ $ 192,144 ​ $ 406,802 ​ $ 357,062 ​ Special items (pre-tax): ​ ​ ​ ​ ​ ​ ​ ​ ​ Rationalization and asset impairment net charges (1) ​ 3,481 ​ 2,542 ​ 5,644 ​ 6,407 ​ Transaction costs (2) ​ 15 ​ 429 ​ 668 ​ 1,231 ​ Amortization of step up in value of acquired inventories (3) ​ — ​ — ​ — ​ (140) ​ Adjusted operating income ​ $ 224,140 ​ $ 195,115 ​ $ 413,114 ​ $ 364,560 ​ As a percentage of net sales ​ ​ 18.4 % ​ 17.9 % ​ 17.6 % ​ 17.4 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income as reported ​ $ 158,519 $ 143,396 ​ $ 294,901 ​ $ 261,883 ​ Special items: ​ ​ ​ ​ ​ ​ ​ ​ ​ Rationalization and asset impairment net charges (1) ​ 3,481 2,542 ​ 5,644 ​ ​ 6,407 ​ Transaction costs (2) ​ 15 429 ​ 668 ​ ​ 1,231 ​ Amortization of step up in value of acquired inventories (3) ​ — — ​ — ​ ​ (140) ​ Tax effect of Special items (4) ​ (795) (755) ​ (1,535) ​ ​ (1,913) ​ Adjusted net income ​ ​ 161,220 ​ 145,612 ​ ​ 299,678 ​ ​ 267,468 ​ Interest expense, net ​ 12,521 12,619 ​ 25,895 ​ ​ 24,746 ​ Income taxes as reported ​ 49,363 40,163 ​ 86,335 ​ ​ 74,911 ​ Tax effect of Special items (4) ​ 795 755 ​ 1,535 ​ ​ 1,913 ​ Adjusted EBIT ​ $ 223,899 $ 199,149 ​ $ 413,443 ​ $ 369,038 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective tax rate as reported ​ 23.7 % 21.9 % ​ 22.6 % ​ 22.2 % Net special item tax impact ​ — % 0.0 % ​ 0.1 % ​ 0.1 % Adjusted effective tax rate ​ 23.7 % 21.9 % ​ 22.7 % ​ 22.3 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per share as reported ​ $ 2.88 $ 2.56 ​ $ 5.34 ​ $ 4.66 ​ Special items per share ​ 0.05 0.04 ​ 0.09 ​ ​ 0.10 ​ Adjusted diluted earnings per share ​ $ 2.93 $ 2.60 ​ $ 5.43 ​ $ 4.76 ​ ​ (1) Primarily related to restructuring activities as discussed in Note 6 to the consolidated financial statements. (2) Transaction costs primarily relate to acquisitions and are included in Selling, general & administrative expenses . (3) Costs relate to acquisitions and are included in Cost of goods sold. (4) Includes the net tax impact of Special items recorded during the respective periods. The tax effect of Special items impacting pre-tax income was calculated as the pre-tax amount multiplied by the applicable tax rate. The applicable tax rates reflect the taxable jurisdiction and nature of each Special item. Liquidity and Capital Resources Overview The Company’s primary sources of liquidity are operating cash flows and revolving credit facilities. As of June 30, 2026, the Company had $242,443 of cash and cash equivalents on hand and no outstanding borrowings under its $1,047,482 revolving credit facilities . 31 Table of Contents The Company’s capital allocation priorities include internal investment to support existing operations and organic growth, investment in acquisitions to grow the business and then returning capital to shareholders through dividends and share repurchases. The Company’s cash flow from operations can be cyclical. In assessing liquidity, the Company reviews working capital measurements to define areas for improvement. Management anticipates the Company will be able to satisfy cash requirements for its ongoing businesses for the foreseeable future primarily with cash generated by operations, existing cash balances, borrowings under its existing credit facilities and raising debt in capital markets. The Company continues to expand globally and periodically consider acquisitions that would involve significant investments. The Company can fund its global expansion plans with operational cash flow, but a significant acquisition may require access to capital markets, in particular, the long-term debt market, as well as the syndicated bank loan market. The Company’s financing strategy is to fund itself at the lowest after-tax cost of funding. Where possible, the Company utilizes operational cash flows and raises capital in the most efficient market, usually the United States, and then lends funds to the specific subsidiary needing or requiring funding. If additional acquisitions providing appropriate financial benefits become available, additional expenditures may be made. Cash Flow ​ The following table reflects changes in key cash flow measures: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ $ Change ​ Cash provided by operating activities (1) ​ $ 355,934 ​ $ 329,521 ​ $ 26,413 ​ Cash used by investing activities ​ (69,204) ​ (79,470) ​ 10,266 ​ Capital expenditures ​ (70,600) ​ (52,392) ​ (18,208) ​ Acquisition of businesses, net of cash acquired ​ 140 ​ (32,309) ​ 32,449 ​ Cash used by financing activities ​ (355,588) ​ (317,709) ​ (37,879) ​ Payments on short-term borrowings, net ​ (143,889) ​ (5,206) ​ (138,683) ​ Purchase of shares for treasury ​ (132,792) ​ (233,824) ​ 101,032 ​ Cash dividends paid to shareholders ​ (87,466) ​ (84,904) ​ (2,562) ​ Decrease in Cash and cash equivalents ​ (66,346) ​ (77,781) ​ 11,435 ​ ​ (1) Cash provided by operating activities increased for the six months ended June 30, 2026, compared with the six months ended June 30, 2025 primarily due to favorable working capital. As of June 30, 2026, the Company had cash of $242,443, of which $181,012 was held by international subsidiaries. In July 2026, the Company paid a cash dividend of $0.79 per share, or $43,060, to shareholders of record on June 30, 2026. The Company currently anticipates capital expenditures of $110,000 to $130,000 in 2026. Anticipated capital expenditures include investments to increase capacity, improve operational effectiveness and for general maintenance. Management critically evaluates all proposed capital expenditures and expects each project to increase efficiency, reduce costs, support sales growth or improve the overall safety and environmental conditions of the Company’s facilities. 32 Table of Contents Revolving Credit Agreements On June 20, 2024, the Company entered into a $1 billion revolving credit facility. The revolving credit facility matures on June 20, 2029. Additionally, the Company has other lines of credit with total availability of $47,482. As of June 30, 2026, the Company had total availability of $1,047,482 under its revolving credit facilities. Refer to Note 10 to the consolidated financial statements for further information on our revolving lines of credit. Working Capital Ratios ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2026 ​ ​ ​ December 31, 2025 June 30, 2025 Average operating working capital to Net sales (1) 16.9 % 17.9 % 18.4 % Days sales in Inventories 113.6 116.4 ​ 117.3 ​ Days sales in Accounts receivable 46.9 49.4 ​ 49.4 ​ Average days in Trade accounts payable 59.2 53.4 ​ 56.6 ​ ​ (1) Average operating working capital to net sales is defined as the sum of Accounts receivable, Inventories and contract assets less Trade accounts payable and contract liabilities as of period end divided by annualized rolling three months of Net sales. Stock Repurchase Program On February 12, 2020, the Company’s Board authorized a share repurchase program for up to 10 million shares of the Company’s common stock. As of June 30, 2026, there were 4.6 million shares available under the authorization. The Company is not obligated to make any repurchases. Rationalization and Asset Impairments Refer to Note 6 to the consolidated financial statements for a discussion of the Company’s rationalization plans. The Company believes the rationalization actions will positively impact future results of operations and will not have a material effect on liquidity and sources and uses of capital. Acquisitions Refer to Note 4 to the consolidated financial statements for a discussion of the Company’s recent acquisitions. Return on Invested Capital The Company reviews ROIC in assessing and evaluating the Company’s underlying operating performance. As discussed in the Non-GAAP Financial Measures section above, Adjusted ROIC is a non-GAAP financial measure that the Company believes is a meaningful metric to investors in evaluating the Company’s financial performance. The calculation may be different than the method used by other companies to calculate ROIC. Adjusted ROIC is defined as rolling 12 months of Adjusted net income excluding tax-effected interest income and expense divided by invested capital. Invested capital is defined as total debt, which includes Short-term debt and Long-term debt, less current portions, plus Total equity. 33 Table of Contents The following table presents the reconciliations of ROIC and Adjusted ROIC to net income: ​ \ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Twelve Months Ended June 30, ​ ​ ​ ​ ​ 2026 ​ ​ ​ 2025 Net income as reported ​ $ 553,551 $ 502,868 ​ Plus: Interest expense (after-tax) ​ ​ 44,075 ​ ​ 42,688 ​ Less: Interest income (after-tax) ​ ​ 4,564 ​ ​ 6,636 ​ Net operating profit after taxes ​ $ 593,062 ​ $ 538,920 ​ Special items: ​ ​ ​ ​ ​ ​ ​ Rationalization and asset impairment net charges ​ 17,436 31,172 ​ Transaction costs ​ 2,176 4,332 Pension settlement net charges ​ 719 3,792 ​ Amortization of step up in value of acquired inventories ​ 4,104 4,771 ​ Tax effect of Special items (1) ​ 5,555 (11,118) ​ Adjusted net operating profit after taxes ​ $ 623,052 $ 571,869 ​ ​ ​ ​ ​ ​ ​ Invested Capital ​ ​ ​ June 30, 2026 ​ ​ ​ June 30, 2025 ​ Short-term debt ​ $ — ​ $ 105,323 ​ Long-term debt, less current portion ​ ​ 1,150,054 ​ ​ 1,150,395 ​ Total debt ​ ​ 1,150,054 ​ ​ 1,255,718 ​ Total equity ​ 1,554,180 ​ 1,379,613 ​ Invested capital ​ $ 2,704,234 ​ $ 2,635,331 ​ ​ ​ ​ ​ ​ ​ ​ ​ Return on invested capital as reported ​ 21.9 % 20.4 % Adjusted return on invested capital ​ 23.0 % 21.7 % ​ (1) I ncludes the net tax impact of Special items recorded during the respective periods. The tax effect of Special items impacting pre-tax income was calculated as the pre-tax amount multiplied by the applicable tax rate. The applicable tax rates reflect the taxable jurisdiction and nature of each Special item. New Accounting Pronouncements Refer to Note 1 to the consolidated financial statements for a discussion of new accounting pronouncements. Forward-looking Statements The Company’s expectations and beliefs concerning the future contained in this report are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect management’s current expectations and involve a number of risks and uncertainties. Forward-looking statements generally can be identified by the use of words such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “forecast,” “guidance” or words of similar meaning. Actual results may differ materially from such statements due to a variety of factors that could adversely affect the Company’s operating results. The factors include, but are not limited to: general economic, financial and market conditions; the effectiveness of commercial and operating initiatives; the effectiveness of information systems and cybersecurity systems; presence of artificial intelligence technologies; completion of planned divestitures; interest rates; disruptions, uncertainty or volatility in the credit markets that may limit our access to capital; currency exchange rates and devaluations; adverse outcome of pending or potential litigation; actual costs of the Company’s rationalization plans; possible acquisitions, including the Company’s ability to successfully integrate acquisitions; market risks and price fluctuations related to the purchase of commodities and energy; global regulatory complexity; the effects of changes in tax law; tariff rates in the countries where the Company conducts business; and the possible effects of events beyond our control, including but not limited to, the ongoing geopolitical conflicts, political unrest, acts of terror, natural disasters and pandemics on the Company or its customers, suppliers and the economy in 34 Table of Contents general. For additional discussion, see “Item 1A. Risk Factors” presented herein, as well as in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There have been no material changes in the Company’s exposure to market risk since December 31, 2025. See “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.