What changed in this filing

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Item 1. Financial Statements

2026-08-05 compared with 2026-05-04 · 229 added, 126 removed, 594 unchanged (37% of the section changed)

4 unchanged sentences

(In Millions)

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Current assets:

29 unchanged sentences

Shareholders’ equity:

Common stock, 82.3 and 82.2 shares outstanding at March 31, 2026, and December 31, 2025, respectively

Common stock, 80.9 and 82.2 shares outstanding at June 30, 2026, and December 31, 2025, respectively

Additional paid-in capital — —

8 unchanged sentences

(In Millions, Except Per Share Data)

Three Months Ended March 31,

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

2026 2025 2026 2025

Revenues $ 3,731.1 $ 3,527.3 $ 7,268.7 $ 6,872.4

24 unchanged sentences

(In Millions)

Three Months Ended March 31,

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

2026 2025 2026 2025

Net earnings $ 299.1 $ 238.3 $ 577.1 $ 451.3

25 unchanged sentences

BALANCE AT MARCH 31, 2025 7.6 35.8 8,455.6 ( 191.6 ) 8,307.4

Net earnings attributable to Labcorp Holdings Inc.

— — 237.9 — 237.9

Other comprehensive earnings, net of tax — — — 157.0 157.0

Dividends declared — — ( 60.2 ) — ( 60.2 )

Net share settlement tax payments from issuance of stock to employees — ( 3.5 ) — — ( 3.5 )

Stock compensation — 34.1 — — 34.1

Purchase of common stock ( 0.1 ) ( 64.6 ) ( 135.3 ) — ( 200.0 )

BALANCE AT JUNE 30, 2025 $ 7.5 $ 1.8 $ 8,498.0 $ ( 34.6 ) $ 8,472.7

BALANCE AT DECEMBER 31, 2025 $ 7.5 $ — $ 8,639.9 $ ( 27.6 ) $ 8,619.8

8 unchanged sentences

BALANCE AT MARCH 31, 2026 7.4 — 8,784.4 ( 63.2 ) 8,728.6

Net earnings attributable to Labcorp Holdings Inc.

— — 298.7 — 298.7

Other comprehensive loss, net of tax — — — ( 38.7 ) ( 38.7 )

Dividends declared — — ( 58.4 ) — ( 58.4 )

Issuance of common stock under employee stock plans — 1.8 — — 1.8

Net share settlement tax payments from issuance of stock to employees — ( 6.3 ) — — ( 6.3 )

Stock compensation — 34.9 — — 34.9

Purchase of common stock ( 0.1 ) ( 30.4 ) ( 323.3 ) — ( 353.8 )

BALANCE AT JUNE 30, 2026 $ 7.3 $ — $ 8,701.4 $ ( 101.9 ) $ 8,606.8

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

3 unchanged sentences

(In Millions)

Three Months Ended March 31,

Six Months Ended June 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

9 unchanged sentences

(Increase) decrease in unbilled services

Decrease in supplies inventory

Increase in supplies inventory ( 29.7 ) ( 3.5 )

Decrease in prepaid expenses and other

7 unchanged sentences

Proceeds from sale of assets 9.7 2.4

Proceeds from sale or distribution of equity affiliates or other investments — 6.9

Purchase of equity affiliates or other investments ( 17.5 ) ( 172.0 )

7 unchanged sentences

Proceeds from accounts receivable securitization 175.0 225.0

Payments on accounts receivable securitization ( 150.0 ) —

Net share settlement tax payments from issuance of stock to employees ( 46.1 ) ( 29.0 )

3 unchanged sentences

Other, net ( 31.3 ) ( 7.3 )

Net cash provided by (used for) financing activities

580.5 ( 839.7 )

Net cash used for financing activities ( 339.4 ) ( 1,107.1 )

Effect of exchange rate on changes in Cash and cash equivalents 0.2 26.7

Net increase (decrease) in Cash and cash equivalents

448.8 ( 1,149.3 )

Net decrease in Cash and cash equivalents ( 390.5 ) ( 871.4 )

Cash and cash equivalents at beginning of period 532.3 1,518.7

10 unchanged sentences

The Company reports its business in two segments, Diagnostics Laboratories and Biopharma Laboratory Services.

During each of the three months ended March 31, 2026, and 2025, Dx and BLS contributed approximately 78 % and 22 %, respectively, of Revenues to the Company.

During each of the three months ended June 30, 2026, and 2025, and each of the six months ended June 30, 2026, and 2025, Dx and BLS contributed approximately 78 % and 22 %, respectively, of Revenues to the Company.

The accompanying Condensed Consolidated Financial Statements of the Company are unaudited.

10 unchanged sentences

Investments in which the Company does not exercise significant influence (generally, when the Company has an investment of less than 20 % and no representation on the investee’s board of directors) are accounted for at fair value, or at cost minus impairment adjusted for observable price changes in orderly transactions for an identical or similar investment of the same issuer for those investments that do not have readily determinable fair values.

The carrying value of these type of investments was $ 201.6 and $ 201.9 at March 31, 2026 and December 31, 2025, respectively, and is included within Other assets, net in the Company’s Condensed Consolidated Balance Sheets.

The carrying values of these type of investments were $ 210.0 and $ 201.9 at June 30, 2026 and December 31, 2025, respectively, and is included within Other assets, net in the Company’s Condensed Consolidated Balance Sheets.

All significant intercompany transactions and accounts have been eliminated.

34 unchanged sentences

The Company’s Revenues by segment and by payer group were as follows:

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

Three Months Ended June 30, 2026 Three Months Ended June 30, 2025

North America Europe Other Total North America Europe Other Total

7 unchanged sentences

87 % 9 % 4 % 100 % 87 % 9 % 4 % 100 %

Six Months Ended June 30, 2026 Six Months Ended June 30, 2025

North America Europe Other Total North America Europe Other Total

Clients 23 % — % — % 23 % 24 % — % — % 24 %

Patients 10 % — % — % 10 % 10 % — % — % 10 %

Medicare and Medicaid 8 % — % — % 8 % 8 % — % — % 8 %

Third party 37 % — % — % 37 % 36 % — % — % 36 %

Total Dx revenues 78 % — % — % 78 % 78 % — % — % 78 %

Pharmaceutical, biotechnology, medical device, diagnostic companies, and CROs 8 % 10 % 4 % 22 % 9 % 9 % 4 % 22 %

Total Revenues 86 % 10 % 4 % 100 % 87 % 9 % 4 % 100 %

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Revenues in the U.S.

were $ 2,914.0 ( 82.4 %) and $ 2,813.8 ( 84.1 %) for the three months ended March 31, 2026, and 2025, respectively.

were $ 3,095.5 ( 83.0 %) and $ 2,931.6 ( 83.1 %) for the three months ended June 30, 2026, and 2025, respectively, and were $ 6,009.5 ( 82.7 %) and $ 5,745.4 ( 83.6 %) for the six months ended June 30, 2026, and 2025, respectively.

Accounts Receivable, Unbilled Services, and Unearned Revenue

The following table provides information about accounts receivable and unbilled services from contracts with customers:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Dx accounts receivable $ 1,546.6 $ 1,349.0

5 unchanged sentences

Unbilled services, net $ 162.4 $ 156.9

Revenues recognized during the period that were included in the unearned revenue balance at the beginning of the period were $ 58.3 and $ 68.9 for the three months ended March 31, 2026, and 2025, respectively.

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

Revenues recognized during the period that were included in the unearned revenue balance at the beginning of the period were $ 34.1 and $ 34.4 for the three months ended June 30, 2026, and 2025, respectively, and were $ 92.4 and $ 103.3 for the six months ended June 30, 2026, and 2025, respectively.

Allowance for Credit Losses

BLS estimates future expected credit losses on Accounts receivable, net and Unbilled services, net over the remaining collection period of the instrument.

BLS estimates future expected credit losses on Accounts receivable, net and Unbilled services, net over the remaining collection period of the underlying asset.

The rollforward for the allowance for credit losses was as follows:

6 unchanged sentences

( 0.3 ) — ( 0.3 )

Allowance for credit losses at March 31, 2026

$ 33.0 $ 4.3 $ 37.3

Allowance for credit losses at June 30, 2026 $ 37.2 $ 3.5 $ 40.7

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

BUSINESS ACQUISITIONS

During the three months ended March 31, 2026, the Company acquired various businesses and related assets for total consideration of $ 312.0 .

Total consideration includes cash payments and, as applicable, contingent consideration payable by the Company primarily upon the achievement of specified future performance targets of the acquired businesses.

During the six months ended June 30, 2026, the Company acquired various businesses and related assets for total consideration of $ 528.6 , net of cash acquired and including measurement period adjustments.

Total consideration included cash payments and, as applicable, contingent consideration payable by the Company primarily upon the achievement of specified future performance targets of the acquired businesses.

The preliminary purchase considerations for these acquisitions were allocated under the acquisition method of accounting to the estimated fair market value of the net assets acquired.

A residual amount of tax-deductible goodwill, including measurement period adjustments relating to prior acquisitions, of $ 175.9 was recorded during the three months ended March 31, 2026.

The purchase price allocations for these acquisitions were preliminary at March 31, 2026.

A residual amount of tax-deductible goodwill, including measurement period adjustments relating to prior acquisitions, of $ 262.1 was recorded during the six months ended June 30, 2026.

The purchase price allocations for these acquisitions were preliminary at June 30, 2026.

The valuation of acquired assets and assumed liabilities included the following:

Empire City Laboratories, Inc.

Other Acquisitions Closed During the Three Months Ended March 31, 2026 Measurement Period Adjustments Amounts Acquired During the Three Months Ended March 31, 2026

Parkview Health Systems, Inc.

Other Acquisitions Closed During the

Six Months Ended

June 30, 2026 Measurement Period Adjustments Amounts Acquired During the

Six Months Ended June 30, 2026

Cash and cash equivalents $ — $ — $ 0.4 $ — $ 0.4

Accounts receivable — — 3.6 — 3.6

Property, plant, and equipment — — 2.8 — 2.8

2 unchanged sentences

Total assets acquired 250.0 165.0 143.1 ( 14.1 ) 544.0

Other liabilities — 2.4 — 2.4

Accounts payable — — 2.5 — 2.5

Accrued expenses and other — — 1.7 — 1.7

Notes payable — — 0.9 — 0.9

Deferred tax liability — — 7.5 — 7.5

Lease liabilities — — 2.4 — 2.4

Total liabilities acquired — — 15.0 — 15.0

1 unchanged sentence

Contingent consideration ( 85.0 ) — ( 4.8 ) 14.1 ( 75.7 )

( 85.0 ) ( 4.8 ) — ( 89.8 )

2025 escrow payment

— ( 20.0 ) — ( 20.0 )

2025 escrow payments — ( 5.0 ) ( 20.0 ) — ( 25.0 )

Cash paid for acquisitions $ 165.0 $ 160.0 $ 103.3 $ — $ 428.3

Intangible assets recognized from business acquisitions that closed during the three months ended March 31, 2026, including any related measurement period adjustments, and their weighted-average amortization periods were as follows:

Intangible assets recognized from business acquisitions that closed during the six months ended June 30, 2026, including any related measurement period adjustments, and their weighted-average amortization periods were as follows:

Amount Weighted-average Amortization Period

1 unchanged sentence

Non-compete agreements 48.9 5.0

On November 13, 2025, the Company announced that it entered into an agreement with Parkview Health System, Inc.

to acquire select assets of the health system’s outreach laboratory services for a purchase price of approximately $ 165.0 .

The transaction is anticipated to close in 2026, subject to customary closing conditions and applicable regulatory approvals for a transaction of this type.

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

On June 28, 2026, the Company entered into an agreement to acquire select assets of an outreach laboratory services business for a purchase price of approximately $ 155.0 .

The transaction is anticipated to close in the third quarter of 2026, subject to customary closing conditions and applicable regulatory approvals for a transaction of this type.

Unaudited Supplemental Pro Forma Information

If the aggregate of the Company’s 2026 and 2025 acquisitions, that were accounted for as business combinations, had been completed at January 1, 2025, the Company’s pro forma results would have been as follows:

Three Months Ended March 31,

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

2026 2025 2026 2025

Revenues $ 3,734.1 $ 3,582.7 $ 7,296.3 $ 7,004.9

Net earnings attributable to LHI $ 299.8 $ 245.4 $ 584.7 $ 472.4

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

EARNINGS PER SHARE

4 unchanged sentences

The following represents a reconciliation of Basic EPS to Diluted EPS:

Three Months Ended March 31,

Three Months Ended June 30,

Basic EPS Dilutive Effect Diluted EPS Basic EPS Dilutive Effect Diluted EPS

2 unchanged sentences

Per share amount $ 3.66 $ 3.64 $ 2.85 $ 2.84

Six Months Ended June 30,

Basic EPS Dilutive Effect Diluted EPS Basic EPS Dilutive Effect Diluted EPS

Net earnings attributable to LHI $ 576.5 $ 576.5 $ 450.7 $ 450.7

Weighted-average common shares outstanding 82.0 0.4 82.4 83.5 0.6 84.1

Per share amount $ 7.03 $ 6.99 $ 5.40 $ 5.36

The following table summarizes the potential common shares not included in the computation of Diluted EPS because their impact would have been antidilutive:

Three Months Ended March 31,

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

2026 2025 2026 2025

Employee stock options and awards 0.2 0.2 0.3 0.2

4 unchanged sentences

Goodwill acquired, excluding measurement period adjustments 263.1 — 263.1

Foreign currency impact and other adjustments to goodwill 28.1 ( 9.0 ) 19.1

Ending Balance at March 31, 2026

Foreign currency impact and other adjustments ( 4.1 ) ( 18.4 ) ( 22.5 )

Ending Balance at June 30, 2026

$ 5,693.8 $ 1,336.3 $ 7,030.1

During the three months ended March 31, 2026 and 2025, the Company did not record a goodwill or intangible asset impairment charge.

The cumulative goodwill impairment for the Company as of March 31, 2026, and December 31, 2025, was $ 648.5 and primarily represents the goodwill of the Company’s ED reporting unit within the BLS segment.

During the three and six months ended June 30, 2026, and 2025, the Company did not record a goodwill or intangible asset impairment charge.

The cumulative goodwill impairment for the Company as of June 30, 2026, and December 31, 2025, was $ 648.5 and primarily represents the goodwill of the Company’s ED reporting unit within the BLS segment.

LABCORP HOLDINGS INC.

3 unchanged sentences

The components of identifiable intangible assets were as follows:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Range of Useful Lives (in Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount

10 unchanged sentences

Total intangible assets $ 6,091.6 $ ( 2,413.4 ) $ 3,678.2 $ 5,886.7 $ ( 2,290.7 ) $ 3,596.0

Amortization of intangible assets was $ 75.6 and $ 69.6 for the three months ended March 31, 2026, and 2025, respectively.

Amortization of intangible assets was $ 78.1 and $ 68.3 for the three months ended June 30, 2026, and 2025, respectively, and was $ 153.7 and $ 137.9 for the six months ended June 30, 2026, and 2025, respectively.

The amortization expense of intangible assets is estimated to be $ 152.1 for the remainder of 2026, $ 297.2 in 2027, $ 289.6 in 2028, $ 276.5 in 2029, $ 268.1 in 2030, and $ 1,853.1 thereafter.

Short-term borrowings and the current portion of long-term debt consisted of the following:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

1.55 % senior notes due 2026

$ 500.0 $ 500.0

Debt issuance costs — ( 0.2 )

Current portion of note payable 0.4 0.3

Notes payable 0.9 0.3

Total Short-term borrowings and current portion of long-term debt $ 0.9 $ 500.1

Long-term debt consisted of the following:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

2026 Term Loan $ 750.0 $ —

9 unchanged sentences

Credit Facilities

On March 20, 2026, the Company entered into the $ 750.0 2026 Term Loan that will mature on March 20, 2028, and anticipates using the proceeds to repay maturing short-term debt and for other corporate uses.

On March 20, 2026, the Company entered into the $ 750.0 2026 Term Loan that will mature on March 20, 2028.

On June 1, 2026, the net proceeds of the 2026 Term Loan were used to redeem the Company’s outstanding 1.55 % senior notes due 2026 and, to the extent not used for such purpose, were made available for other general corporate uses.

The principal balance of the 2026 Term Loan bears interest at a floating per annum rate equal to, at the Company’s election, either (i) a SOFR-based rate plus a margin of 0.700 % or (ii) a base rate plus a margin of 0.0 %.

As of March 31, 2026, the effective interest rate on the 2026 Term Loan was 4.39 %.

As of June 30, 2026, the effective interest rate on the 2026 Term Loan was 4.38 %.

The Company maintains a senior revolving credit facility, which was amended and restated on June 27, 2025.

1 unchanged sentence

The revolving credit facility also provides for a subfacility of up to $ 100.0 for swing line borrowings and a subfacility of up to $ 150.0 for issuances of letters of credit.

Borrowings under the revolving credit facility bear interest at a floating rate equal to either (i) a SOFR-based rate plus a margin ranging from 0.805 % to 1.300 % or (ii) a base rate plus a margin ranging from 0.0 % to 0.300 %, in each case depending on the Company’s long-term debt ratings.

The Company is required to pay a facility fee

Borrowings under the revolving credit facility bear interest at a floating rate equal to

LABCORP HOLDINGS INC.

2 unchanged sentences

(Dollars and Shares in Millions, Except Per Share Data)

quarterly on the aggregate amount of commitments under the revolving credit facility, at a per annum rate ranging from 0.070% to 0.200% , depending on the Company’s long-term debt ratings, regardless of usage.

either (i) a SOFR-based rate plus a margin ranging from 0.805 % to 1.300 % or (ii) a base rate plus a margin ranging from 0.0 % to 0.300 %, in each case depending on the Company’s long-term debt ratings.

The Company is required to pay a facility fee quarterly on the aggregate amount of commitments under the revolving credit facility, at a per annum rate ranging from 0.070% to 0.200% , depending on the Company’s long-term debt ratings, regardless of usage.

The revolving credit facility is permitted to be used for general corporate purposes, including working capital, capital expenditures, funding of share repurchases and certain other payments, acquisitions, and other investments.

At March 31, 2026, there were no balances outstanding on the Company’s current revolving credit facility and $ 107.4 in outstanding letters of credit on the Company’s subfacility.

At March 31, 2026, the effective interest rate on the revolving credit facility was 4.67 %.

At June 30, 2026, there were no balances outstanding on the Company’s current revolving credit facility and $ 107.4 in outstanding letters of credit on the Company’s subfacility.

At June 30, 2026, the effective interest rate on the revolving credit facility was 4.68 %.

The revolving credit facility expires in June 2030.

2 unchanged sentences

On January 31, 2025, the Company amended its AR Facility.

The amended AR Facility increased the amount the Company can borrow from $ 300.0 to $ 700.0 through August of 2027.

The amended AR Facility increased the amount the Company can borrow from $ 300.0 to $ 700.0 through August 2027.

On January 28, 2026, the Company further amended its AR Facility.

Among other things, this amendment extended the scheduled termination date to January 26, 2029, and permits the Company at its option to increase the facility limit from $ 700.0 to $ 825.0 at any time on or before May 29, 2026.

Among other things, this amendment extended the scheduled termination date to January 26, 2029.

The SPV is a variable interest entity for which the Company is the primary beneficiary.

3 unchanged sentences

The Company has collection and administrative responsibilities for the receivables sold to the SPV.

The Company received no loan proceeds under the AR Facility during the three months ended March 31, 2026.

During the three months ended March 31, 2025, the Company received loan proceeds of $ 225.0 under the AR Facility, which are included in cash from financing activities in the Condensed Consolidated Statement of Cash Flows.

During the six months ended June 30, 2026, and 2025, net of repayments, the Company received loan proceeds of $ 25.0 and $ 225.0 , respectively, under the AR Facility.

Proceeds and payments under the AR Facility are included in financing activities in the Condensed Consolidated Statement of Cash Flows.

Under the Company’s 2026 Term Loan, revolving credit facility, indentures relating to the Company’s senior notes, and AR Facility, the Company is subject to negative covenants limiting subsidiary indebtedness and certain other covenants typical for investment grade-rated borrowers, and with respect to the 2026 Term Loan and revolving credit facility, the Company is required to maintain certain leverage ratios.

The Company was in compliance with all such covenants and leverage ratios at March 31, 2026, and expects that it will remain in compliance with its existing covenants and leverage ratios for the next 12 months.

The Company was in compliance with all such covenants and leverage ratios at June 30, 2026, and expects that it will remain in compliance with its existing covenants and leverage ratios for the next 12 months.

PREFERRED STOCK AND COMMON SHAREHOLDERS’ EQUITY

1 unchanged sentence

The Company is authorized to issue up to 30.0 shares of preferred stock, par value $ 0.10 per share.

There were no preferred shares outstanding at March 31, 2026, and December 31, 2025.

There were no preferred shares outstanding at June 30, 2026, and December 31, 2025.

The changes in the Company’s shares of Common Stock issued and outstanding are summarized below:

Three Months Ended March 31, 2026

Six Months Ended June 30, 2026

Beginning balance 82.2

4 unchanged sentences

The Company has entered and may continue to enter into Rule 10b5-1 plans from time to time to facilitate repurchases of its Common Stock.

During the three months ended March 31, 2026, the Company purchased 0.4 shares of its Common Stock at an average price of $ 273.76 per share for a total cost of $ 98.0 .

During the three months ended March 31, 2025, the Company did not repurchase any shares of its Common Stock.

At March 31, 2026, the Company had outstanding authorization from its Board to purchase up to $ 732.4 maximum value of shares of Common Stock.

When the Company repurchases shares of Common Stock, the amount paid to repurchase the shares in excess of the par or stated value is allocated to Additional paid-in-capital within the Condensed Consolidated Balance Sheet unless subject to

During the six months ended June 30, 2026, the Company purchased 1.7 shares of its Common Stock at an average price of $ 263.12 per share for a total cost of $ 451.8 .

During the six months ended June 30, 2025, the Company purchased 0.8 shares of its Common Stock at an average price of $ 246.18 per share for a total cost of $ 200.0 .

At June 30, 2026,

LABCORP HOLDINGS INC.

2 unchanged sentences

(Dollars and Shares in Millions, Except Per Share Data)

limitation or the balance in Additional paid-in-capital is exhausted.

the Company had outstanding authorization from its Board to purchase up to $ 378.6 maximum value of shares of Common Stock.

On July 8, 2026, the Board authorized the repurchase of an additional $ 1,000.0 in the maximum value of the Company’s shares of Common Stock as part of the Company’s ongoing share repurchase program, bringing the total share repurchase authorization to $ 1,378.6 maximum value of shares of Common Stock.

The repurchase authorization has no expiration date.

Remaining amounts are recognized as a reduction in Retained earnings within the Company’s Condensed Consolidated Balance Sheet.

During the three months ended March 31, 2026, and 2025, the Company declared and paid a cash dividend of $ 0.72 per share of Common Stock.

On April 9, 2026 , the Company announced a cash dividend of $ 0.72 per share of Common Stock, or approximately $ 60.0 in the aggregate.

The dividend will be paid on June 11, 2026 , to stockholders of record of all issued and outstanding shares of Common Stock as of the close of business on May 29, 2026 .

During each of the three months ended June 30, 2026, and 2025, and each of the six months ended June 30, 2026, and 2025, the Company declared and paid a cash dividend of $ 0.72 and $ 1.44 , respectively, per share of Common Stock.

On July 9, 2026 , the Company announced a cash dividend of $ 0.72 per share of Common Stock, or approximately $ 59.0 in the aggregate.

The dividend will be paid on September 11, 2026 , to stockholders of record of all issued and outstanding shares of Common Stock as of the close of business on August 28, 2026 .

The declaration and payment of any future dividends will be at the discretion of the Board.

6 unchanged sentences

Balance at March 31, 2025 ( 195.0 ) 3.4 ( 191.6 )

Current year adjustments 156.6 0.5 157.1

Tax effect on adjustments — ( 0.1 ) ( 0.1 )

Balance at June 30, 2025 $ ( 38.4 ) $ 3.8 $ ( 34.6 )

Balance at December 31, 2025 $ ( 33.0 ) $ 5.4 $ ( 27.6 )

Current year adjustments ( 36.0 ) 0.5 ( 35.5 )

Tax effect of adjustments — ( 0.1 ) ( 0.1 )

Tax effect on adjustments — ( 0.1 ) ( 0.1 )

Balance at March 31, 2026 ( 69.0 ) 5.8 ( 63.2 )

Current year adjustments ( 39.1 ) 0.5 ( 38.6 )

Tax effect of adjustments — ( 0.1 ) ( 0.1 )

Balance at June 30, 2026 $ ( 108.1 ) $ 6.2 $ ( 101.9 )

COMMITMENTS AND CONTINGENCIES

4 unchanged sentences

These matters include, but are not limited to, intellectual property disputes, commercial and contract disputes, professional liability claims, employee-related matters, transaction-related disputes, securities and corporate law matters, and inquiries, including subpoenas and other civil investigative demands, from governmental agencies, Medicare or Medicaid payers, and MCOs reviewing billing practices or requesting comment on allegations of billing irregularities that are brought to their attention through billing audits or third parties.

The Company receives civil investigative demands or other inquiries from various governmental bodies in the ordinary course of its business.

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

receives civil investigative demands or other inquiries from various governmental bodies in the ordinary course of its business.

Such inquiries can relate to the Company or other parties, including physicians and other health care providers.

8 unchanged sentences

Therefore, the applicable statutes and regulations could be interpreted or applied by a prosecutorial, regulatory, or judicial authority in a manner that would adversely affect the Company.

Potential sanctions for violation of these

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

statutes and regulations include significant civil and criminal penalties, fines, the loss of various licenses, certificates and authorizations, additional liabilities from third-party claims, and/or exclusion from participation in government programs.

Potential sanctions for violation of these statutes and regulations include significant civil and criminal penalties, fines, the loss of various licenses, certificates and authorizations, additional liabilities from third-party claims, and/or exclusion from participation in government programs.

Many of the current claims and legal actions against the Company are in preliminary stages, and many of these cases seek an indeterminate amount of damages.

13 unchanged sentences

On April 14, 2021, the Petition was unsealed.

The Petition alleges that the Company submitted claims for reimbursement to Texas Medicaid that were higher than permitted under Texas Medicaid’s alleged “best price” regulations, and that the Company offered remuneration to Texas healthcare providers in the form of discounted pricing for certain laboratory testing services in exchange for the providers’ referral of Texas Medicaid business to the Company.

The Petition seeks actual and double damages and civil penalties, as well as recovery of costs, attorney’s fees, and legal expenses.

The Petition alleged that the Company submitted claims for reimbursement to Texas Medicaid that were higher than permitted under Texas Medicaid’s alleged “best price” regulations, and that the Company offered remuneration to Texas healthcare providers in the form of discounted pricing for certain laboratory testing services in exchange for the providers’ referral of Texas Medicaid business to the Company.

The Petition sought actual and double damages and civil penalties, as well as recovery of costs, attorney’s fees, and legal expenses.

On August 1, 2022, the District Court entered an order granting the Company’s Motion for Partial Summary Judgment with respect to the claim that the Company submitted claims for reimbursement to Texas Medicaid that were higher than permitted under Texas Medicaid’s alleged “best price” regulations.

4 unchanged sentences

On January 16, 2026, the Texas Supreme Court granted the Petition for Review, and on February 12, 2026, the Texas Supreme Court held oral argument.

The Company will vigorously defend the lawsuit.

On June 19, 2026, the Texas Supreme Court reversed the decision of the Texas Court of Appeals and reinstated the District Court’s judgment in favor of the Company.

LABCORP HOLDINGS INC.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars and Shares in Millions, Except Per Share Data)

On May 14, 2019, Retrieval-Masters Creditors Bureau, Inc.

7 unchanged sentences

No ordered tests, laboratory test results, or diagnostic information from the Company were in the AMCA affected system.

The Company notified individuals for whom it had a valid mailing

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The Company notified individuals for whom it had a valid mailing address.

For the individuals whose Social Security Number was affected, the notice included an offer to enroll in credit monitoring and identity protection services that was provided free of charge for 24 months.

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Court of Appeals for the Ninth Circuit.

On September 22, 2022, the Ninth Circuit granted the Company’s Petition for Permission to Appeal the Order Granting Class Certification.

On September 22, 2022, the Ninth Circuit granted the Company’s Petition for Permission to Appeal the Order Granting Class

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Certification.

On February 8, 2024, the Ninth Circuit affirmed the trial court’s decision to certify both a California damages class and a nationwide injunctive class.

13 unchanged sentences

On May 12, 2023, the court issued an order granting Plaintiff’s motion in part and awarding enhanced damages of $ 100.0 .

On January 23, 2025,

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the court issued an order awarding Plaintiff post-verdict supplemental damages of $ 2.6 , an ongoing royalty of one hundred dollars and 00/100 cents per test through the life of the patent at issue, pre- and post-judgment interest, and other relief.

On January 23, 2025, the court issued an order awarding Plaintiff post-verdict supplemental damages of $ 2.6 , an ongoing royalty of one hundred dollars and 00/100 cents per test through the life of the patent at issue, pre- and post-judgment interest, and other relief.

In January and February 2025, the trial court entered orders denying the Company’s post-trial motions and the Company has filed an appeal.

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On June 27, 2022, the Company was served with a Subpoena Duces Tecum issued by the DOJ in Boston, Massachusetts requiring the production of documents related to urine drug testing.

The Company is cooperating with the DOJ.

The Company cooperated with the DOJ.

On July 15, 2026, the Company entered into a settlement agreement with the DOJ to resolve the matter.

There are various other pending legal proceedings involving the Company including, but not limited to, additional employment-related lawsuits, professional liability lawsuits, and commercial lawsuits.

4 unchanged sentences

Provisions for losses expected under these programs are recorded based upon the Company’s estimates of the aggregated liability of claims incurred.

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(Dollars and Shares in Millions, Except Per Share Data)

FAIR VALUE MEASUREMENTS AND DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

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Condensed Consolidated Balance Sheets Classification

March 31, 2026

June 30, 2026

Fair Value at Using Fair Value Hierarchy

March 31, 2026 Level 1 Level 2 Level 3

June 30, 2026 Level 1 Level 2 Level 3

Noncontrolling interest put Noncontrolling interest $ 16.4 $ — $ 16.4 $ —

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Contingent consideration Accrued expenses and other/Other liabilities $ 95.5 $ — $ — $ 95.5

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Fair Value Measurements

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Balance at December 31, 2025 $ 50.0

Additions from business acquisitions 89.8

Balance at March 31, 2026 $ 139.8 (1)

(1) At March 31, 2026, $ 75.5 and $ 64.3 of contingent consideration is included within Accrued expenses and other and Other liabilities, respectively, in the Company’s Condensed Consolidated Balance Sheets.

Additions from business acquisitions, excluding measurement period adjustments 89.8

Cash payments ( 30.5 )

Other adjustments ( 13.8 )

Balance at June 30, 2026 $ 95.5 (1)

(1) At June 30, 2026, $ 38.1 and $ 57.4 of contingent consideration is included within Accrued expenses and other and Other liabilities, respectively, in the Company’s Condensed Consolidated Balance Sheets.

The Company has a noncontrolling interest put option related to its Ontario subsidiary that has been classified as mezzanine equity in the Company’s Condensed Consolidated Balance Sheets.

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The Company measured the fair value of contingent consideration liabilities as Level 3 instruments.

These contingent consideration liabilities were recorded at fair value on the acquisition date and are remeasured quarterly based on the then assessed fair value and adjusted, if necessary.

The increases or decreases in the fair value of contingent consideration payable can result from changes in anticipated revenue levels and changes in assumed discount periods and rates.

These contingent consideration liabilities were recorded at fair value on the acquisition date and are remeasured quarterly based on the then

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assessed fair value and adjusted, if necessary.

The increases or decreases in the fair value of contingent consideration payable primarily result from changes in the anticipated achievement of specified future performance targets of the acquired businesses.

As the fair value measure is based on significant inputs that are not observable in the market, they are categorized as Level 3.

The carrying amounts of cash and cash equivalents, accounts receivable, and accounts payable are considered to be representative of their respective fair values due to their short-term nature.

Although recorded at amortized cost on the Company’s Condensed Consolidated Balance Sheets, the fair market value of the Company’s senior notes was $ 4,915.9 and $ 4,963.6 at March 31, 2026, and December 31, 2025, respectively.

At March 31, 2026, the carrying value of the Company’s 2026 Term Loan, also recorded at amortized cost, was estimated to approximate fair value primarily due to its variable interest rate.

Although recorded at amortized cost on the Company’s Condensed Consolidated Balance Sheets, the fair market value of the Company’s senior notes was $ 4,425.3 and $ 4,963.6 at June 30, 2026, and December 31, 2025, respectively.

At June 30, 2026, the carrying value of the Company’s 2026 Term Loan, also recorded at amortized cost, was estimated to approximate fair value primarily due to its variable interest rate.

The Company’s senior notes and 2026 Term Loan are considered Level 2 instruments, as the fair market values of these instruments are based on observable market pricing/inputs.

1 unchanged sentence

The Company is party to fixed-to-variable interest rate swap agreements for its 2.70 % senior notes due 2031 with an aggregate notional amount of $ 500.0 and variable interest rates currently based on the compounded SOFR, plus 1.33 %.

Interest rate swap agreements, which have been used by the Company from time to time in the management of interest rate

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exposure, are accounted for at fair value.

Interest rate swap agreements, which have been used by the Company from time to time in the management of interest rate exposure, are accounted for at fair value.

These derivative financial instruments are accounted for as fair value hedges that increase or decrease the value of the Company’s senior notes with the offset being recorded as a component of other long-term assets or liabilities, as applicable.

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The cumulative amount of the fair value hedging adjustments is recognized as currency translation within the Condensed Consolidated Statement of Comprehensive Earnings.

The table below provides information regarding the location and amount of pretax gains of derivatives designated in fair value hedging relationships:

The table below provides information regarding the location and amount of pretax (losses) gains of derivatives designated in fair value hedging relationships:

Amounts Included In Other Comprehensive Loss

Three Months Ended March 31,

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

2026 2025 2026 2025

Cross currency swaps $ — $ ( 155.3 ) $ 5.2 $ ( 148.3 )

SUPPLEMENTAL CASH FLOW INFORMATION

Three Months Ended March 31,

Six Months Ended June 30,

Cash paid during the period for:

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Change in accrued property, plant, and equipment $ ( 6.5 ) $ ( 13.1 )

Contingent consideration related to business acquisitions

$ 89.8 $ 24.0

Contingent consideration related to business acquisitions, including measurement period adjustments $ 75.7 $ 24.0

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(Dollars and Shares in Millions, Except Per Share Data)

BUSINESS SEGMENT INFORMATION

The following table is a summary of segment information for the three months ended March 31, 2026, and 2025.

The following table is a summary of segment information for the three and six months ended June 30, 2026, and 2025.

The “management approach” has been used to present the following segment information.

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Segment asset information is not presented because it is not used by the CODM.

Three Months Ended June 30, 2026

Dx BLS Intercompany eliminations and other LHI

Revenues $ 2,900.7 $ 836.2 $ ( 5.8 ) $ 3,731.1

Operating Earnings:

Labor 1,223.4 313.2

Supplies 625.1 130.8

Shipping costs 121.8

Depreciation 68.1 27.7

Other operating expenses 461.5 100.5

Segment operating income $ 522.6 $ 142.2 $ 664.8

General corporate and unallocated expenses ( 130.0 )

Amortization of intangibles and other assets ( 78.1 )

Restructuring and other charges ( 5.1 )

Total Operating income

Other (expense) income:

Interest expense ( 61.1 )

Investment income 5.6

Equity method loss, net ( 6.2 )

Other, net ( 3.5 )

Earnings from operations before income taxes $ 386.4

LABCORP HOLDINGS INC.

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(Dollars and Shares in Millions, Except Per Share Data)

For the Three Months Ended March 31, 2026

Three Months Ended June 30, 2025

Dx BLS Intercompany eliminations and other LHI

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Earnings from operations before income taxes $ 304.7

For the Three Months Ended March 31, 2025

LABCORP HOLDINGS INC.

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(Dollars and Shares in Millions, Except Per Share Data)

Six Months Ended June 30, 2026

Dx BLS Intercompany eliminations and other LHI

17 unchanged sentences

Earnings from operations before income taxes $ 706.1

Six Months Ended June 30, 2025

Dx BLS Intercompany eliminations and other LHI

Revenues $ 5,378.4 $ 1,506.1 $ ( 12.1 ) $ 6,872.4

Operating Earnings:

Labor 2,278.7 592.0

Supplies 1,177.9 241.9

Shipping costs 193.2

Depreciation 127.1 57.6

Other operating expenses 884.4 191.2

Segment operating income $ 910.3 $ 230.2 $ 1,140.5

General corporate and unallocated expenses ( 271.6 )

Amortization of intangibles and other assets ( 137.9 )

Restructuring and other charges ( 10.5 )

Total Operating income 720.5

Other (expense) income:

Interest expense ( 113.1 )

Investment income 8.2

Equity method loss, net ( 2.0 )

Other, net ( 33.7 )

Earnings from operations before income taxes $ 579.9

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