What changed in this filing

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Item 1. Financial Statements

2025-11-05 compared with 2025-08-01 · 139 added, 87 removed, 543 unchanged (29% of the section changed)

3 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

(In millions, except per share amounts)

24 unchanged sentences

Condensed Consolidated Balance Sheets

September 30,

(In millions)

36 unchanged sentences

Condensed Consolidated Statements of Cash Flows

Six Months Ended June 30,

Nine Months Ended September 30,

(In millions)

20 unchanged sentences

Proceeds from disposal of property and equipment, net

Payments for asset acquisitions

Cash and interest deposited into the Capital Construction Fund

3 unchanged sentences

Repayments of debt

Payments of deferred loan fees

Dividends paid

14 unchanged sentences

Capital expenditures included in accounts payable, accruals and other liabilities

Accrued dividends

See Notes to Condensed Consolidated Financial Statements.

17 unchanged sentences

Balance at June 30, 2025

Other comprehensive income (loss), net of tax

Share-based compensation

Shares repurchased

Balance at September 30, 2025

Comprehensive

15 unchanged sentences

Balance at June 30, 2024

Other comprehensive income (loss), net of tax

Share-based compensation

Shares issued, net of shares withheld for employee taxes

Shares repurchased

Balance at September 30, 2024

See Notes to Condensed Consolidated Financial Statements.

30 unchanged sentences

generally accepted accounting principles for complete consolidated financial statements.

The Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (“SEC”) on February 28, 2025.

Fiscal Period:

The period end for Matson covered by this report is June 30, 2025.

The period end for MatNav and its subsidiaries covered by this report is June 27, 2025.

The period end for Matson covered by this report is September 30, 2025.

The period end for MatNav and its subsidiaries covered by this report is September 26, 2025.

Significant Accounting Policies:

18 unchanged sentences

Prepaid Expenses and Other Assets:

Prepaid expenses and other assets consisted of the following at June 30, 2025 and December 31, 2024:

Prepaid expenses and other assets consisted of the following at September 30, 2025 and December 31, 2024:

September 30,

Prepaid Expenses and Other Assets (in millions)

1 unchanged sentence

Prepaid operating expenses

Income tax receivables, net

Other prepaid expenses

Recognition of Revenues and Expenses:

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Ocean Transportation (in millions) (1)

13 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Logistics (in millions) (1)

25 unchanged sentences

Capitalized interest is included in vessel construction in progress in property and equipment in the Company’s Condensed Consolidated Balance Sheets (see Note 5).

The Company capitalized $ 1.0 million and $ 1.0 million of interest related to the construction of new vessels for the three months ended June 30, 2025 and 2024, and $ 2.1 million and $ 1.8 million for the six months ended June 30, 2025 and 2024, respectively.

The Company’s second quarter 2025 cash dividend of $ 0.34 per share was paid on June 5, 2025.

On June 26, 2025 , the Company’s Board of Directors declared a cash dividend of $ 0.36 per share payable on September 4, 2025 to shareholders of record on August 7, 2025 .

The Company capitalized $ 1.0 million and $ 1.2 million of interest related to the construction of new vessels for the three months ended September 30, 2025 and 2024, and $ 3.1 million and $ 3.0 million for the nine months ended September 30, 2025 and 2024, respectively.

The Company’s third quarter 2025 cash dividend of $ 0.36 per share was paid on September 4, 2025.

On October 23, 2025 , the Company’s Board of Directors declared a cash dividend of $ 0.36 per share payable on December 4, 2025 to shareholders of record on November 6, 2025 .

Repurchase of Shares:

During the three and six months ended June 30, 2025, the Company repurchased approximately 0.9 million and 1.4 million shares for a total cost of $ 93.7 million and $ 162.9 million, respectively.

During the three and six months ended June 30, 2024, the Company repurchased approximately 0.6 million and 1.0 million shares for a total cost of $ 72.2 million and $ 121.1 million, respectively.

As of June 30, 2025, the maximum number of remaining shares that may be repurchased under the Company’s share repurchase program was approximately 2.5 million shares.

During the three and nine months ended September 30, 2025, the Company repurchased approximately 0.6 million and 2.0 million shares for a total cost of $ 66.4 million and $ 229.3 million, respectively.

During the three and nine months ended September 30, 2024, the Company repurchased approximately 0.4 million and 1.4 million shares for a total cost of $ 48.1 million and $ 169.2 million, respectively.

As of September 30, 2025, the maximum number of remaining shares that may be repurchased under the Company’s share repurchase program was approximately 1.9 million shares.

Income taxes:

1 unchanged sentence

Among other things, the Act provides for numerous changes to existing tax law including extending or making permanent certain tax provisions of the Tax Cuts and Jobs Act of 2017 that were set to expire.

Certain provisions of the Act are expected to impact the Company’s income taxes, including 100 percent bonus depreciation for qualified capital expenditures acquired and placed in service after January 19, 2025 and amendments to the foreign-derived intangible income (“FDII”) regime.

Under Accounting Standards Codification (“ASC”) 740, Income Taxes , the

effects of the new legislation are recognized in the period of enactment, which is the date when the legislation was signed into law.

The Company is currently evaluating the effects of the Act on the Company’s income taxes, but does not expect that it will have a material impact on the Company’s consolidated financial statements.

Certain provisions of the Act are effective in fiscal 2025, while others are effective in fiscal 2026 and future years.

The application of the Act did not have a material impact on the Company’s effective tax rate during the three and nine

months ended September 30, 2025.

The Company is currently evaluating the effects of the Act on the Company’s income taxes for future periods, but does not expect that it will have a material impact on the Company’s effective tax rate for fiscal 2025.

Reclassification:

The Company reclassified amortization of deferred loan fees of $ 0.9 million from Depreciation and amortization to Other within cash flows from operating activities in the Consolidated Statements of Cash Flows for the six months ended June 30, 2024, to conform to current year cash flow presentation.

There were no changes in Net cash provided by operating activities as a result of this reclassification for the six months ended June 30, 2024.

The Company reclassified amortization of deferred loan fees of $ 1.3 million from Depreciation and amortization to Other within cash flows from operating activities in the Consolidated Statements of Cash Flows for the nine months ended September 30, 2024, to conform to current year cash flow presentation.

There were no changes in Net cash provided by operating activities as a result of this reclassification for the nine months ended September 30, 2024.

New Accounting Pronouncements:

22 unchanged sentences

Segment balance sheet information is not provided to the CODM as capital decisions are based upon the Company’s consolidated balance sheet.

Reportable segment financial information for the three months ended June 30, 2025 and 2024 are as follows:

Reportable segment financial information for the three months ended September 30, 2025 and 2024 are as follows:

Three Months Ended

June 30, 2025

June 30, 2024

September 30, 2025

September 30, 2024

(In millions)

19 unchanged sentences

Capital Expenditures (4)

(1) Ocean Transportation operating revenue excludes inter-segment revenue of $ 25.5 million and $ 22.8 million for the three months ended June 30, 2025 and 2024, respectively.

(2) Logistics operating revenue excludes inter-segment revenue of $ 37.0 million and $ 39.0 million for the three months ended June 30, 2025 and 2024, respectively.

(3) Ocean Transportation operating overhead includes dry-docking amortization of $ 7.0 million and $ 6.9 million for the three months ended June 30, 2025 and 2024, respectively.

(4) Capital expenditures exclude accrued capital expenditures of $ 4.0 million and $ 15.3 million as of June 30, 2025 and 2024, respectively.

Reportable segment financial information for the six months ended June 30, 2025 and 2024 are as follows:

Six Months Ended

June 30, 2025

June 30, 2024

(1) Ocean Transportation operating revenue excludes inter-segment revenue of $ 25.9 million and $ 26.7 million for the three months ended September 30, 2025 and 2024, respectively.

(2) Logistics operating revenue excludes inter-segment revenue of $ 38.0 million and $ 46.1 million for the three months ended September 30, 2025 and 2024, respectively.

(3) Ocean Transportation operating overhead includes dry-docking amortization of $ 7.1 million and $ 7.3 million for the three months ended September 30, 2025 and 2024, respectively.

(4) Capital expenditures exclude accrued capital expenditures of $ 7.1 million and $ 26.9 million as of September 30, 2025 and 2024, respectively.

Reportable segment financial information for the nine months ended September 30, 2025 and 2024 are as follows:

Nine Months Ended

September 30, 2025

September 30, 2024

(In millions)

19 unchanged sentences

Capital Expenditures (8)

(5) Ocean Transportation operating revenue excludes inter-segment revenue of $ 46.9 million and $ 42.5 million for the six months ended June 30, 2025 and 2024, respectively.

(6) Logistics operating revenue excludes inter-segment revenue of $ 69.6 million and $ 65.9 million for the six months ended June 30, 2025 and 2024, respectively.

(7) Ocean Transportation operating overhead includes dry-docking amortization of $ 13.6 million and $ 13.7 million for the six months ended June 30, 2025 and 2024, respectively.

(8) Capital expenditures exclude accrued capital expenditures of $ 4.0 million and $ 15.3 million as of June 30, 2025 and 2024, respectively.

(5) Ocean Transportation operating revenue excludes inter-segment revenue of $ 72.8 million and $ 69.2 million for the nine months ended September 30, 2025 and 2024, respectively.

(6) Logistics operating revenue excludes inter-segment revenue of $ 107.6 million and $ 112.0 million for the nine months ended September 30, 2025 and 2024, respectively.

(7) Ocean Transportation operating overhead includes dry-docking amortization of $ 20.7 million and $ 21.0 million for the nine months ended September 30, 2025 and 2024, respectively.

(8) Capital expenditures exclude accrued capital expenditures of $ 7.1 million and $ 26.9 million as of September 30, 2025 and 2024, respectively.

Ocean Transportation’s operating expenses includes the following:

15 unchanged sentences

The Company’s Ocean Transportation segment provides ocean transportation services to the Logistics segment, and the Logistics segment provides logistics services to the Ocean Transportation segment in certain transactions.

Accordingly, inter-segment revenue of $ 62.5 million and $ 61.8 million for the three months ended June 30 , 2025 and 2024, and $ 116.5 million and $ 108.4 million for the six months ended June 30, 2025 and 2024, respectively, have been eliminated from consolidated operating revenues.

Accordingly, inter-segment revenue of $ 63.9 million and $ 72.8 million for the three months ended September 30 , 2025 and 2024, and $ 180.4 million and $ 181.2 million for the nine months ended September 30, 2025 and 2024, respectively, have been eliminated from consolidated operating revenues.

In arrangements where the customer purchases ocean transportation and logistics services, the revenues are allocated to each reportable segment based upon the contractual amounts for each type of service.

1 unchanged sentence

The Company’s investment in SSAT is described in Note 4 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Condensed income statement information for SSAT for the three and six months ended June 30, 2025 and 2024 consisted of the following:

Condensed income statement information for SSAT for the three and nine months ended September 30, 2025 and 2024 consisted of the following:

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

(In millions)

6 unchanged sentences

(2) The Company records its share of net income (loss) from SSAT in costs and expenses in the Condensed Consolidated Statement of Income and Comprehensive Income due to the nature of SSAT’s operations.

The Company’s investment in SSAT was $ 98.3 million and $ 84.1 million at June 30, 2025 and December 31, 2024, respectively.

The Company’s investment in SSAT was $ 107.2 million and $ 84.1 million at September 30, 2025 and December 31, 2024, respectively.

On March 1, 2024, SSAT completed the sale of 25 percent of its equity interest in SSA Terminals (Seattle Terminals), LLC (“SSAT ST”) to a third-party company.

2 unchanged sentences

PROPERTY AND EQUIPMENT

Property and equipment as of June 30, 2025 and December 31, 2024 consisted of the following:

Property and equipment as of September 30, 2025 and December 31, 2024 consisted of the following:

September 30,

(In millions)

6 unchanged sentences

Total Property and Equipment, net

New vessel construction in progress at June 30, 2025 and December 31, 2024 includes milestone progress payments, capitalized interest and other costs related to the construction of three new Jones Act vessels.

New vessel construction in progress at September 30, 2025 and December 31, 2024 includes milestone progress payments, capitalized interest and other costs related to the construction of three new Jones Act vessels.

GOODWILL AND INTANGIBLES

Goodwill by segment as of June 30, 2025 and December 31, 2024 consisted of the following:

Goodwill by segment as of September 30, 2025 and December 31, 2024 consisted of the following:

(In millions)

Transportation

Intangible assets as of June 30, 2025 and December 31, 2024 consisted of the following:

Intangible assets as of September 30, 2025 and December 31, 2024 consisted of the following:

September 30,

(In millions)

8 unchanged sentences

The Company considered the general economic and market conditions and its impact on the performance of each of the Company’s reporting units.

Based on the Company’s assessment of its market capitalization, future forecasts and the amount of excess of fair value over the carrying value of the reporting units in the 2024 annual impairment tests, the Company concluded that an impairment triggering event did not occur during the three and six months ended June 30, 2025.

The Company continues to monitor events and changes in circumstances that could negatively impact the key assumptions used in determining the fair value, including the amount and timing of estimated future cash flows generated by the reporting units, long-term growth and discount rates, comparable company market valuations, and industry and economic trends, including the impact of tariffs.

2 unchanged sentences

The Capital Construction Fund (“CCF”) is described in Note 7 to the Consolidated Financial Statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

A summary of the activities within the CCF cash and cash equivalents, and investments account for the six months ended June 30, 2025 and 2024 consisted of the following:

Six Months Ended

A summary of the activities within the CCF cash and cash equivalents, and investments account for the nine months ended September 30, 2025 and 2024 consisted of the following:

Nine Months Ended

September 30,

(In millions)

1 unchanged sentence

CCF cash and cash equivalents balance at beginning of period

Cash deposits into the CCF

Cash withdrawal for the purchase of U.S.

17 unchanged sentences

Treasury obligations fund with daily liquidity.

At June 30, 2025, these short-term securities had a weighted average life of 99 days .

At September 30, 2025, these short-term securities had a weighted average life of 108 days .

CCF Investments:

4 unchanged sentences

Such accretion is included in interest income in the Condensed Consolidated Statements of Income and Comprehensive Income.

As of June 30, 2025, CCF investments maturities are as follows:

June 30, 2025

As of September 30, 2025, CCF investments maturities are as follows:

September 30, 2025

Year (in millions)

1 unchanged sentence

Total CCF investments

CCF cash and cash equivalents, and investments are classified as a long-term asset on the Company’s Condensed Consolidated Balance Sheets as the Company intends to use withdrawals to fund qualified milestone progress payments for the construction of three new Jones Act vessels.

CCF cash and cash equivalents, and investments are classified as a long-term asset in the Company’s Condensed Consolidated Balance Sheets as the Company intends to use withdrawals to fund qualified milestone progress payments for the construction of three new Jones Act vessels.

CCF Assigned Accounts Receivable:

As of June 30, 2025 and December 31, 2024, eligible accounts receivable of $ 80.2 million and $ 178.1 million were assigned to the CCF, respectively.

As of September 30, 2025 and December 31, 2024, eligible accounts receivable of $ 81.2 million and $ 178.1 million were assigned to the CCF, respectively.

Due to the nature of the assignment of eligible accounts receivable into the CCF, such assigned amounts are classified as part of accounts receivable in the Condensed Consolidated Balance Sheets.

As of June 30, 2025 and December 31, 2024, the Company’s debt consisted of the following:

As of September 30, 2025 and December 31, 2024, the Company’s debt consisted of the following:

September 30,

(In millions)

5 unchanged sentences

1.35 %, payable through 2044

Revolving credit facility, maturity date of July 23, 2030

Current portion

8 unchanged sentences

On July 23, 2025, the Company entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”), which provides for a five-year revolving credit facility, and $ 550 million in loan commitments, with an uncommitted $ 300 million increase option.

The Credit Agreement amended certain covenants and other terms including (i) amending the pricing grid to provide for pricing ranging from, at the Company’s election, Secured Overnight Financing Rate (“SOFR”) plus a margin between 1.125 percent and 1.75 percent depending on the Company’s consolidated net leverage ratio, or base rate plus a margin between 0.125 percent and 0.75 percent depending on the Company’s consolidated net leverage ratio;

The Credit Agreement also amended certain covenants and other terms including (i) amending the pricing grid to provide for pricing ranging from, at the Company’s election, Secured Overnight Financing Rate (“SOFR”) plus a margin between 1.125 percent and 1.75 percent depending on the Company’s consolidated net leverage ratio, or base rate plus a margin between 0.125 percent and 0.75 percent depending on the Company’s consolidated net leverage ratio;

and (ii) eliminating the minimum consolidated interest coverage ratio financial covenant.

2 unchanged sentences

The Credit Agreement also contains customary events of default.

The Company paid fees of approximately $ 1.7 million in connection with the closing of the Credit Agreement.

As of June 30, 2025, the Company had $ 643.9 million of remaining borrowing availability under the $ 650 million revolving credit facility then in effect.

The Company used $ 6.1 million of the revolving credit facility for letters of credit outstanding as of June 30, 2025.

As of September 30, 2025, the Company had $ 544.0 million of remaining borrowing availability under the $ 550 million revolving credit facility then in effect.

The Company used $ 6.0 million of the revolving credit facility for letters of credit outstanding as of September 30, 2025.

Borrowings under the revolving credit facility are classified as long-term debt in the Company’s Consolidated Balance Sheets, as principal payments are not required until the maturity date.

4 unchanged sentences

Debt Maturities:

As of June 30, 2025, debt maturities are as follows:

As of September 30, 2025, debt maturities are as follows:

Year (in millions)

June 30, 2025

September 30, 2025

Remainder of 2025

Deferred Loan Fees:

Activity relating to deferred loan fees excluding those related to the Company’s revolving credit facility for the nine months ended September 30, 2025 are as follows:

Deferred Loan Fees (in millions)

Balance at December 31, 2024

Payments of deferred loan fees

Amortization expense for the nine months ended September 30, 2025

Balance at September 30, 2025

As of September 30, 2025, amortization expense relating to deferred loan fees excluding those related to the Company’s revolving credit facility during the next five years and thereafter are as follows:

Year (in millions)

Remainder of 2025

Total amortization expense of deferred loan fees

Revolving Credit Facility Deferred Loan Fees:

Deferred loan fees related to the Company’s revolving credit facility are recorded in other long-term assets in the Company’s Condensed Consolidated Balance Sheets and are amortized using the straight-line method, as the difference between that method and the use of the effective interest method is not material.

Deferred loan fees related to the Company’s revolving credit facility was $ 2.2 million and $ 0.7 million at September 30, 2025 and December 31, 2024, respectively.

During the three and nine months ended September 30, 2025, the Company paid $ 2.0 million related to the amendment of the revolving credit facility.

The Company’s leases are described in Note 9 to the Consolidated Financial Statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Components of Lease Cost:

Components of lease cost recorded in the Company’s Condensed Consolidated Statement of Income and Comprehensive Income for the three and six months ended June 30, 2025 and 2024 consisted of the following:

Components of lease cost recorded in the Company’s Condensed Consolidated Statement of Income and Comprehensive Income for the three and nine months ended September 30, 2025 and 2024 consisted of the following:

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

(In millions)

4 unchanged sentences

Total lease cost, net

Future minimum lease payments of operating lease liabilities that have non-cancelable lease terms in excess of one year at June 30, 2025 are as follows:

Future minimum lease payments of operating lease liabilities that have non-cancelable lease terms in excess of one year at September 30, 2025 are as follows:

Year (in millions)

June 30, 2025

September 30, 2025

Remainder of 2025

4 unchanged sentences

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the six months ended June 30, 2025 consisted of the following:

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the nine months ended September 30, 2025 consisted of the following:

Comprehensive

11 unchanged sentences

Balance at June 30, 2025

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the six months ended June 30, 2024 consisted of the following:

Amortization of prior service credit

Amortization of net actuarial loss

Foreign currency exchange

Other adjustments

Balance at September 30, 2025

Changes in accumulated other comprehensive income (loss) by component, net of tax, for the nine months ended September 30, 2024 consisted of the following:

Comprehensive

7 unchanged sentences

Balance at March 31, 2024

Amortization of prior service cost

Amortization of prior service credit

Amortization of net actuarial gain (loss)

1 unchanged sentence

Balance at June 30, 2024

Amortization of prior service credit

Amortization of net actuarial loss

Foreign currency exchange

Balance at September 30, 2024

FAIR VALUE OF FINANCIAL INSTRUMENTS

6 unchanged sentences

The fair values of cash and cash equivalents, and cash and cash equivalents in the CCF approximate their carrying values due to the nature of the instruments.

The fair value of investments in the CCF is calculated based upon quoted prices available in active markets.

The fair value of

investments in the CCF is calculated based upon quoted prices available in active markets.

The fair value of fixed rate debt is calculated based upon interest rates available for debt with terms and maturities similar to the Company’s existing debt arrangements.

The carrying value and fair value of the Company’s financial instruments as of June 30, 2025 and December 31, 2024 are as follows:

The carrying value and fair value of the Company’s financial instruments as of September 30, 2025 and December 31, 2024 are as follows:

Quoted Prices in

4 unchanged sentences

(In millions)

June 30, 2025

Fair Value Measurements at June 30, 2025

September 30, 2025

Fair Value Measurements at September 30, 2025

Cash and cash equivalents

12 unchanged sentences

The calculation of diluted earnings per share includes the dilutive effect of non-vested restricted stock units.

The computation of weighted average common shares outstanding excluded a nominal amount of anti-dilutive restricted stock units for each period ended June 30, 2025 and 2024.

The computations for basic and diluted earnings per share for the three and six months ended June 30, 2025 and 2024 are as follows:

Three Months Ended June 30, 2025

Six Months Ended June 30, 2025

The computation of weighted average common shares outstanding excluded a nominal amount of anti-dilutive restricted stock units for each period ended September 30, 2025 and 2024.

The computations for basic and diluted earnings per share for the three and nine months ended September 30, 2025 and 2024 are as follows:

Three Months Ended September 30, 2025

Nine Months Ended September 30, 2025

(In millions, except per share amounts)

Effect of Dilutive Securities

Three Months Ended June 30, 2024

Six Months Ended June 30, 2024

Three Months Ended September 30, 2024

Nine Months Ended September 30, 2024

(In millions, except per share amounts)

1 unchanged sentence

SHARE-BASED COMPENSATION

During the three and six months ended June 30, 2025, the Company granted time-based restricted stock units and performance-based shares to certain of its employees totaling approximately 98,000 and 231,200 shares, respectively, with a combined weighted average grant date fair value of $ 112.55 and $ 130.46 per share, respectively.

Total share-based compensation cost recognized in the Condensed Consolidated Statements of Income and Comprehensive Income as a component of general and administrative expenses was $ 5.9 million and $ 6.3 million for the three months ended June 30, 2025 and 2024 and $ 11.7 million and $ 12.0 million for the six months ended June 30, 2025 and 2024, respectively.

Total unrecognized compensation cost related to unvested share-based compensation arrangements was $ 32.7 million at June 30, 2025, and is expected to be recognized over a weighted average period of approximately 1.8 years.

During the three and nine months ended September 30, 2025, the Company granted time-based restricted stock units and performance-based shares to certain of its employees totaling approximately 5,200 and 236,400 shares, respectively, with a combined weighted average grant date fair value of $ 113.11 and $ 130.09 per share, respectively.

Total share-based compensation cost recognized in the Condensed Consolidated Statements of Income and Comprehensive Income as a component of general and administrative expenses was $ 5.3 million and $ 7.1 million for the three months ended September 30, 2025 and 2024 and $ 17.0 million and $ 19.1 million for the nine months ended September 30, 2025 and 2024, respectively.

Total unrecognized compensation cost related to unvested share-based compensation arrangements was $ 26.2 million at September 30, 2025, and is expected to be recognized over a weighted average period of approximately 1.7 years.

Total unrecognized compensation cost may be adjusted for any unearned performance shares or forfeited shares.

1 unchanged sentence

The Company’s pension and post-retirement plans are described in Note 11 to the Consolidated Financial Statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 .

Components of net periodic benefit cost and other amounts recognized in Other Comprehensive Income (Loss) for the qualified pension plans and the post-retirement benefit plans for the three and six months ended June 30, 2025 and 2024 consisted of the following:

Components of net periodic benefit cost and other amounts recognized in Other Comprehensive Income (Loss) for the qualified pension plans and the post-retirement benefit plans for the three and nine months ended September 30, 2025 and 2024 consisted of the following:

Pension Benefits

Post-retirement Benefits

Three Months Ended June 30,

Three Months Ended September 30,

(In millions)

7 unchanged sentences

Post-retirement Benefits

Six Months Ended June 30,

Nine Months Ended September 30,

(In millions)

2 unchanged sentences

Expected return on plan assets

Amortization of net loss (gain)

Amortization of net actuarial loss (gain)

Amortization of prior service credit

7 unchanged sentences

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