What changed in this filing

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Item 1. Financial Statements

2025-07-31 compared with 2025-02-05 · 280 added, 290 removed, 372 unchanged (61% of the section changed)

2 unchanged sentences

CONSOLIDATED STATEMENTS OF OPERATIONS

For the three and nine months ended December 31, 2024 and 2023

For the three months ended June 30, 2025 and 2024

(In millions, except per share amounts)

Three months ended December 31,

Nine months ended December 31,

Three months ended June 30,

Cost of sales

1 unchanged sentence

Restructuring expenses

Gain on sale of assets

Operating income

Interest expense

Other income (expense) – net

Other expense – net

Earnings before income taxes

7 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three and nine months ended December 31, 2024 and 2023

For the three months ended June 30, 2025 and 2024

(In millions)

Three months ended December 31,

Nine months ended December 31,

Three months ended June 30,

Other comprehensive income (loss), net of income taxes:

Foreign currency translation

Defined benefit plans, net of income taxes of $ 0.3 , $ 0.3 , $ 0.8 and $ 0.8 million

Cash flow hedges, net of income taxes of ($ 0.1 ) , $ 0.2 , $ 0 and ($ 0.1 ) million

Defined benefit plans

Cash flow hedges

Total other comprehensive income (loss)

Comprehensive income (loss)

Comprehensive (income) loss attributable to noncontrolling interest

Comprehensive income (loss) attributable to Modine

Comprehensive income

Comprehensive income attributable to noncontrolling interest

Comprehensive income attributable to Modine

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

1 unchanged sentence

CONSOLIDATED BALANCE SHEETS

December 31, 2024 and March 31, 2024

June 30, 2025 and March 31, 2025

(In millions, except per share amounts)

December 31, 2024

June 30, 2025

March 31, 2025

25 unchanged sentences

Accumulated other comprehensive loss

Treasury stock, at cost, 3.9 million and 3.7 million shares

Treasury stock, at cost, 4.1 million shares

Total Modine shareholders’ equity

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine months ended December 31, 2024 and 2023

For the three months ended June 30, 2025 and 2024

(In millions)

Nine months ended December 31,

Three months ended June 30,

Cash flows from operating activities:

1 unchanged sentence

Depreciation and amortization

Gain on sale of assets

Stock-based compensation expense

8 unchanged sentences

Payments for business acquisitions

Proceeds from (payments for) disposition of assets

Net cash used for investing activities

5 unchanged sentences

Dividend paid to noncontrolling interest

Net cash used for financing activities

Net cash provided by financing activities

Effect of exchange rate changes on cash

5 unchanged sentences

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

For the three and nine months ended December 31, 2024

For the three months ended June 30, 2025

(In millions)

1 unchanged sentence

Balance, March 31, 2025

Other comprehensive loss

Stock options and awards

Purchases of treasury stock

Stock-based compensation expense

Dividend paid to noncontrolling interest

Balance, June 30, 2024

Other comprehensive income

2 unchanged sentences

Stock-based compensation expense

Balance, September 30, 2024

Other comprehensive loss

Stock options and awards

Purchases of treasury stock

Stock-based compensation expense

Balance, December 31, 2024

Dividends declared or paid to noncontrolling interest

Balance, June 30, 2025

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

1 unchanged sentence

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

For the three and nine months ended December 31, 2023

For the three months ended June 30, 2024

(In millions)

7 unchanged sentences

Balance, June 30, 2024

Other comprehensive loss

Stock options and awards

Purchases of treasury stock

Stock-based compensation expense

Balance, September 30, 2023

Other comprehensive income

Stock options and awards

Purchases of treasury stock

Stock-based compensation expense

Balance, December 31, 2023

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

5 unchanged sentences

The financial statements include all normal recurring adjustments that are, in the opinion of management, necessary for a fair statement of results for the interim periods.

Results for the first nine months of fiscal 2025 are not necessarily indicative of the results to be expected for the full year.

Results for the first three months of fiscal 2026 are not necessarily indicative of the results to be expected for the full year.

These financial statements should be read in conjunction with the consolidated financial statements and related notes in Modine’s Annual Report on Form 10-K for the year ended March 31, 2025.

6 unchanged sentences

Under this program, the Company confirms the validity of supplier invoices to the financial institution and remits payments to it based on the original payment terms, which typically range from 60 to 120 days.

The outstanding obligations under this program, included within accounts payable on the consolidated balance sheets, totaled $ 15.0 million and $ 23.6 million at December 31, 2024 and March 31, 2024, respectively.

The outstanding obligations under this program, included within accounts payable on the consolidated balance sheets, totaled $ 16.4 million and $ 15.5 million at June 30, 2025 and March 31, 2025, respectively.

New accounting guidance:

Segment reporting disclosures

In November 2023, the Financial Accounting Standards Board (“FASB”) issued new disclosure guidance for reportable segments.

The new guidance will require disclosure of significant segment expenses, which are expenses that are (i) significant to the segment, (ii) regularly provided to the chief operating decision maker (“CODM”) and (iii) included in the reported measure of segment profit or loss.

In addition, the new guidance will require companies to disclose the title and position of their CODM and expand interim disclosures to include the majority of the annual segment disclosures.

The definition of and method for determining reportable segments is unchanged.

The new disclosure requirements will become effective for the Company’s fiscal 2025 annual financial statements.

The Company is currently evaluating the new disclosures, but does not expect the guidance will have a material impact on its consolidated financial statements.

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued new guidance that will require additional disclosure regarding the nature of expenses presented within expense captions on the consolidated statements of operations and selling expenses.

In November 2024, the Financial Accounting Standards Board issued new guidance that will require additional disclosure regarding the nature of expenses presented within expense captions on the consolidated statements of operations and selling expenses.

The new disclosure requirements will become effective for the Company’s fiscal 2028 annual financial statements.

The Company is currently evaluating the new disclosures, but does not expect the guidance will have a material impact on its consolidated financial statements.

Acquisitions and Dispositions

The Company acquired two businesses during the first quarter of fiscal 2026, as summarized below.

At the time the June 30, 2025 financial statements were finalized, the Company was continuing its review of the fair value estimates for certain assets acquired and liabilities assumed.

As part of its purchase accounting and integration activities, the Company is in the process of assessing, refining and harmonizing the internal controls and accounting processes of the acquired businesses with those of the Company.

As part of this process, the Company is reviewing the appropriateness of accruals and reserves, including those related to accounts receivable, inventory, and product warranties.

As such, the allocations of the purchase prices presented below are considered preliminary.

The Company expects to complete its accounting for the acquisitions of AbsolutAire, Inc.

(“AbsolutAire”) and LBW Holding Corp.

White”) during the second or third quarter of fiscal 2026.

The Company has not presented supplemental pro forma financial information for these acquisitions since they are not material, individually or in the aggregate, to the Company’s consolidated financial statements.

MODINE MANUFACTURING COMPANY

1 unchanged sentence

(In millions, except per share amounts)

Acquisitions and Dispositions

Acquisition of Scott Springfield Mfg.

On March 1, 2024, the Company acquired all of the issued and outstanding shares in the capital of Scott Springfield Mfg.

(“Scott Springfield Manufacturing”) for consideration totaling $ 184.1 million.

In July 2024 and upon finalization of the working capital adjustment, the Company paid $ 2.4 million to the seller.

Based in Calgary, Canada, Scott Springfield Manufacturing is a leading manufacturer of air handling units to customers in the data center, telecommunications, healthcare, and aerospace markets.

This acquisition expanded the Company’s product offerings and customer base in the high-growth data center and indoor air quality markets in the U.S.

Since the date of the acquisition, the Company has reported the financial results of the Scott Springfield Manufacturing business within the Climate Solutions segment.

For the three and nine months ended December 31, 2024, the Company included $ 73.6 million and $ 166.7 million of net sales, respectively, within its consolidated statements of operations attributable to Scott Springfield Manufacturing.

The Company has completed the purchase price allocation for its acquisition of Scott Springfield Manufacturing.

During the first quarter of fiscal 2025, the Company completed its market and trade name analyses and recorded a measurement period adjustment to reduce the fair value of the trade name intangible asset by $ 9.6 million.

This adjustment resulted in a corresponding decrease in the deferred income tax liability of $ 2.2 million and an increase in goodwill of $ 7.4 million.

The Company’s purchase price allocation for its acquisition of Scott Springfield Manufacturing is as follows:

Acquisition of AbsolutAire

On April 1, 2025, the Company acquired substantially all of the net operating assets of AbsolutAire for consideration totaling $ 11.3 million.

AbsolutAire is a Michigan-based manufacturer of direct-fired heating, ventilation, and make-up air systems.

This acquisition supports the Company’s growth strategy by expanding its heating and indoor air quality product portfolios and also broadens its customer base in the commercial, industrial, food service, and warehousing sectors.

Since the date of the acquisition, the Company has reported the financial results of the AbsolutAire business within the Climate Solutions segment.

For the three months ended June 30, 2025, the Company included $ 6.8 million of net sales and $ 0.8 million of operating income within its consolidated statement of operations attributable to AbsolutAire.

For the June 30, 2025 condensed consolidated financial statements, the Company has preliminarily allocated the purchase price to the identifiable tangible and intangible assets acquired and the liabilities assumed based upon their estimated fair values as of the acquisition date.

The Company recorded $ 2.2 million of intangible assets, including customer relationship and trade name assets.

The Company is amortizing the acquired intangible assets using a weighted-average life of approximately eleven years .

The Company allocated the excess of the purchase price over the net assets recognized to goodwill in the amount of $ 1.1 million, which is deductible for income tax purposes.

The Company’s preliminary allocation of the purchase price for its acquisition of AbsolutAire was as follows:

Trade accounts receivable

Property, plant and equipment

Intangible assets

Accounts payable

Accrued compensation and employee benefits

Other liabilities

Purchase price

Acquisition of L.B.

On May 31, 2025, the Company acquired all of the issued and outstanding shares of L.B.

White for consideration totaling $ 110.5 million ($ 107.7 million net of cash acquired).

The Company primarily utilized its revolving credit facility to fund the purchase price.

Headquartered in Onalaska, Wisconsin with additional manufacturing and distribution operations in Georgia, L.B.

White is a leading provider of specialty heating solutions, including direct-fired forced air, radiant, indirect-fired, and electric heating solutions, for the agriculture, construction, and special event industries.

White holds a leading position in the swine and poultry agricultural heating markets in North America and is a market leader in portables heating.

This acquisition expands the Company’s product portfolio and also broadens its network into adjacent heating markets.

Since the date of the acquisition, the Company has reported the financial results of the L.B.

White business within the Climate Solutions segment.

For the one month during the first quarter of fiscal 2026 that the Company owned L.B.

White, it included $ 3.2 million of net sales of the acquired business within its consolidated statement of operations.

Operating income attributable to the acquired business during the first quarter of fiscal 2026 was not significant.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

The Company has preliminarily allocated the purchase price of L.B.

White to the identifiable tangible and intangible assets acquired and the liabilities assumed based upon their estimated fair values as of the acquisition date, as follows:

Cash and cash equivalents

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Purchase price

The following unaudited supplemental pro forma information presents the Company’s consolidated results of operations as though the acquisition of Scott Springfield Manufacturing had occurred at the beginning of fiscal 2023.

This pro forma financial information is presented for illustrative purposes only and is not considered to be indicative of the operating results that would have been achieved had the acquisition been completed as of the date indicated or the operating results that may be obtained in the future.

Three months ended

Nine months ended

December 31, 2023

Net earnings attributable to Modine

The Company engaged third-party valuation specialists to assist in estimating the fair value of assets acquired.

The third-party valuations utilized assumptions developed by management and other information compiled by management, including, but not limited to, future expected cash flows.

The Company allocated the excess of the purchase price over the net assets recognized to goodwill in the amount of $ 25.7 million, none of which is expected to be deductible for income tax purposes.

Goodwill represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized.

The goodwill recorded as part of the acquisition includes L.B.

White’s workforce and anticipated future revenue and cost synergies.

Below is a summary of the methodologies and significant assumptions used within the third-party valuations for estimating the fair value of certain classes of acquired assets.

The fair values were primarily based upon significant inputs that are not observable in the market and thus represent Level 3 measurements.

See Note 4 for information regarding Level 3 fair value measurements.

The Company determined the fair value of acquired work-in-process and finished goods inventory using both the comparative sales and cost of reproduction valuation methods.

For raw materials acquired, the Company estimated the cost of replacement.

In total, the Company wrote-up acquired inventory by $ 1.0 million.

The Company charged $ 0.2 million of this write-up to cost of sales in June 2025 and expects to charge the remaining $ 0.8 million to cost of sales during the second quarter of fiscal 2026, as the remaining underlying inventory is sold.

Property, plant and equipment:

The Company valued the land and facilities acquired using the cost approach.

The cost approach included consideration of recent sales of comparable land parcels and estimated replacement costs for structures and site improvements, adjusting such values for estimated depreciation as of the acquisition date.

The cost approach relies on assumptions regarding replacement costs and the age and estimated remaining useful lives of the assets.

For personal property, which primarily consists of machinery and equipment assets, the Company utilized the market valuation approach that considers values for similar assets on secondary equipment markets.

The fair value of property, plant and equipment will be recognized as depreciation expense in the Company’s results of operations over the expected remaining useful lives of the assets.

MODINE MANUFACTURING COMPANY

1 unchanged sentence

(In millions, except per share amounts)

The supplemental pro forma financial information above is based upon the Company’s historical results and the historical results of Scott Springfield Manufacturing, which have been translated from Canadian dollars to U.S.

dollars using the historical average foreign exchange rates.

The pro forma information includes adjustments for:

i) amortization and depreciation expense totaling approximately $ 2.0 million and $ 7.0 million for the three and nine months ended December 31, 2023, respectively, for acquired tangible and intangible assets, (ii) estimated quarterly interest expense of $ 1.5 million resulting from acquisition-related borrowings, and (iii) the estimated income tax impacts related to the pro forma adjustments, considering the statutory tax rates within Canada.

The pro forma financial information does not reflect revenue or cost synergies.

Acquisition of Napps Technology Corporation

On July 1, 2023, the Company acquired substantially all of the net operating assets of Napps Technology Corporation (“Napps”), a Texas-based manufacturer of air- and water-cooled chillers, condensing units and heat pumps, for consideration totaling $ 5.8 million.

The Company paid $ 4.8 million during the second quarter of fiscal 2024 and paid the remaining $ 1.0 million to the seller in July 2024.

The Company has reported the financial results of the Napps business within the Climate Solutions segment since the date of the acquisition.

Disposition of automotive businesses in Germany

In October 2023, the Company sold three automotive businesses based in Germany (the “disposal group”) to affiliates of Regent, L.P.

Prior to the disposition, the Company reported the financial results of the disposal group within its Performance Technologies segment.

Net sales of the disposal group included within the Company’s consolidated statement of operations for the three and nine months ended December 31, 2023 totaled $ 8.0 million and $ 54.2 million, respectively.

Intangible assets:

The Company determined the fair value of acquired intangible assets by using variations of the income approach.

These methods generally forecast expected future net cash flows discretely associated with each of the identified intangible assets and adjust the forecasts to present value by applying a discount rate intended to reflect risk factors associated with the cash flows and the time value of money.

Acquired intangible assets were as follows:

Gross Carrying Value

Weighted- Average Useful Life

Customer relationships

Total intangible assets acquired

Customer relationships represent the estimated fair value of L.B.

White’s business relationships with existing customers, the majority of which are dealers and/or distributors in the agriculture and portables heating markets.

The fair value of customer relationships was determined using the multi-period excess earnings method, in which the value is derived by projecting the future anticipated after-tax cash flows attributable to the customer relationships.

Key inputs used in the valuation included future revenue growth rates, customer attrition rates, and discount rates.

The Company determined the value of the acquired L.B.

White trade name using the relief-from-royalty method, which applies an assumed royalty rate to revenue expected to be derived under the acquired trade name.

The fair value was estimated to be the present value of the royalties saved because the Company owns the trade name.

Pending disposition of facilities in Germany

In December 2024, the Company signed a definitive agreement to sell its technical service center and administrative support facility in Germany to a real estate investment firm for € 11.5 million ( $ 13.5 million).

Earlier this fiscal year, the Company closed the technical service center and reduced headcount in light of the sale of three automotive businesses in Germany during fiscal 2024.

The Company expects the sale transaction will close during the first half of fiscal 2026, subject to remaining closing conditions.

The Company closed the technical service center earlier in fiscal 2025 and reduced headcount in light of the sale of three automotive businesses in Germany during fiscal 2024.

The Company expects the sale transaction will close during the second or third quarter of fiscal 2026, subject to remaining closing conditions.

The Company expects to record a gain on sale, net of costs to sell, of approximately $ 4.0 million when the transaction is completed.

As of December 31, 2024, the Company classified $ 7.8 million of building and related assets expected to transfer to the buyer as held for sale and presented them within other current assets on its consolidated balance sheet.

As of June 30, 2025 and March 31, 2025, the Company classified $ 8.9 million and $ 8.2 million, respectively, of building and related assets expected to transfer to the buyer as held for sale and presented them within other current assets on its consolidated balance sheets.

Q2 acquisition of Climate by Design International

On July 1, 2025, the Company acquired Climate by Design International (“Climate by Design”).

The Company paid $ 64.1 million upon transaction closing.

The final purchase price is pending and may be adjusted for net working capital.

Based in Minnesota, Climate by Design specializes in desiccant dehumidification technology and critical process air handlers and has annual sales of approximately $ 45.0 million.

This acquisition supports the Company’s growth strategy by expanding its commercial indoor air quality product portfolio.

The financial results for Climate by Design will be reported within the Company’s Climate Solutions segment beginning for the second quarter of fiscal 2026.

MODINE MANUFACTURING COMPANY

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The tables below present revenue for each of the Company’s operating segments.

Each segment’s revenue is disaggregated by product group, by geographic location and based upon the timing of revenue recognition.

Effective April 1, 2024, the Company moved its Coatings business, which was previously managed by and reported within the Performance Technologies segment, under the leadership of the Climate Solutions segment.

See Note 20 for additional segment financial information.

The disaggregated revenue information presented in the tables below for fiscal 2024 has been recast to be comparable with the fiscal 2025 presentation.

Three months ended December 31, 2024

Three months ended December 31, 2023

Each segment’s revenue is disaggregated by product group and by geographic location.

In connection with the Company’s strategic transformation and application of 80/20 principles, the Company has realigned its segment teams around five market-based product groups, as summarized below.

Accordingly, the Company has updated its disaggregated revenue disclosure to reflect the new product group structure.

The disaggregated revenue information presented for fiscal 2025 has been recast to be comparable with the fiscal 2026 presentation.

Climate Solutions

The Climate Solutions segment has aligned its teams around three product groups:

i) Data Centers, ii) Heat Transfer Solutions and iii) HVAC Technologies.

The Data Centers business provides sustainable cooling solutions for data center customers.

Data center products include precision air conditioning units, computer room air conditioning and air handler units, fan coils and fan walls.

The Heat Transfer Solutions business provides heat exchanger coils, commercial refrigeration coolers, and anti-corrosion coating products.

The HVAC Technologies business provides a wide array of commercial and residential heating products, including unit heaters, roof-mounted makeup air units, duct furnaces, infrared units, and perimeter heating products.

In addition, the HVAC Technologies business sells indoor air quality products for schools and commercial applications.

Performance Technologies

The Performance Technologies segment has aligned its teams around two product groups:

i) Heavy-Duty Equipment and ii) On-Highway Applications.

The Heavy-Duty Equipment business provides heat exchangers and cooling modules for off-highway markets, including agricultural, construction, and mining.

In addition, the Heavy-Duty Equipment business sells cooling module generator sets that provide mission critical stationary power.

The On-Highway Applications business provides heat exchangers and cooling systems for commercial vehicle, automotive, and specialty vehicle customers.

In addition to products for traditional powertrains, the On-Highway Applications business provides products and solutions for zero-emission and hybrid vehicles, primarily for commercial vehicle, bus and specialty vehicles.

Three months ended June 30, 2025

Three months ended June 30, 2024

Product groups:

Data center cooling

Heat transfer

Liquid-cooled

Advanced solutions

Heat transfer solutions

HVAC technologies

Heavy-duty equipment

On-highway applications

Inter-segment sales

Geographic location:

Timing of revenue recognition:

Products transferred at a point in time

Products transferred over time

MODINE MANUFACTURING COMPANY

1 unchanged sentence

(In millions, except per share amounts)

Nine months ended December 31, 2024

Nine months ended December 31, 2023

Product groups:

Data center cooling

Heat transfer

Liquid-cooled

Advanced solutions

Inter-segment sales

Geographic location:

Timing of revenue recognition:

Products transferred at a point in time

Products transferred over time

Contract balances

Contract assets and contract liabilities from contracts with customers were as follows:

December 31, 2024

June 30, 2025

March 31, 2025

1 unchanged sentence

Contract liabilities

Contract assets, included within other current assets on the consolidated balance sheets, primarily consist of capitalized costs related to customer-owned tooling contracts, wherein the customer has guaranteed reimbursement, and assets recorded for revenue recognized over time, which represent the Company’s rights to consideration for work completed but not yet billed.

The $ 1.6 million decrease in contract assets during the first nine months of fiscal 2025 primarily resulted from decreases in capitalized costs related to the Company’s fulfillment of its performance obligations, partially offset by an increase in contract assets for revenue recognized over time.

Contract liabilities, included within other current liabilities on the consolidated balance sheets, consist of payments received in advance of satisfying performance obligations under customer contracts, including contracts for data center cooling products and customer-owned tooling.

The $ 35.3 million decrease in contract liabilities during the first nine months of fiscal 2025 primarily resulted from the Company’s satisfaction of performance obligations under contracts that had required advanced payments, largely associated with long inventory lead times.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Contract assets primarily consist of capitalized costs related to customer-owned tooling contracts, wherein the customer has guaranteed reimbursement, and assets recorded for revenue recognized over time, which represent the Company’s rights to consideration for work completed but not yet billed.

Contract assets are included within other current assets on the Company’s consolidated balance sheets.

The $ 2.8 million increase in contract assets during the first three months of fiscal 2026 primarily resulted from increases in contract assets for revenue recognized over time and capitalized costs related to the Company’s fulfillment of its performance obligations.

Contract liabilities consist of payments received in advance of satisfying performance obligations under customer contracts, including contracts for data center cooling products and customer-owned tooling.

Contract liabilities are included within other current liabilities on the Company’s consolidated balance sheets.

The $ 0.2 million increase in contract liabilities during the first three months of fiscal 2026 resulted from payments received in advance of the Company’s satisfaction of performance obligations.

Fair Value Measurements

11 unchanged sentences

The carrying values of cash, cash equivalents, restricted cash, trade accounts receivable, accounts payable, and short-term debt approximate fair value due to the short-term nature of these instruments.

In addition, the Company assesses the fair value of a disposal group for each reporting period it is held for sale.

The fair value of the Company’s long-term debt is disclosed in Note 17.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Pension cost included the following components:

Three months ended December 31,

Nine months ended December 31,

Three months ended June 30,

Interest cost

2 unchanged sentences

Net periodic benefit cost

During the nine months ended December 31, 2024, the Company contributed $ 6.5 million to its U.S.

pension plan.

The company did no t make cash contributions to its U.S.

pension plan during the nine months ended December 31, 2023.

In June 2024, the Company approved the termination of its U.S.

pension plan, subject to approvals from the Internal Revenue Service and the Pension Benefit Guaranty Corporation.

pension plan during the three months ended June 30, 2025.

In June 2024, the Company approved the termination of its primary U.S.

pension plan, which is pending approval from the Pension Benefit Guaranty Corporation.

The Company intends to offer certain participants the option to receive their pension benefits in the form of a lump-sum distribution prior to purchasing annuity contracts to transfer its remaining obligations under the plan.

In connection with the plan termination, the Company expects to make additional cash contributions in the range of $ 10.0 million to $ 20.0 million to fully fund the plan, on a plan termination basis, and to record non-cash pension settlement charges totaling approximately $ 115.0 million to $ 125.0 million during fiscal 2026.

The timing and amount of the final cash contribution and settlement charges could materially differ from the Company’s estimates due to the nature and timing of participant settlements, prevailing market and economic conditions, the duration of the termination process, or other factors.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

In connection with the plan termination, the Company expects to make additional cash contributions in the range of $ 17.0 million to $ 22.0 million to fully fund the plan, on a plan termination basis, and to record non-cash pension settlement charges totaling approximately $ 115.0 million to $ 125.0 million during the second half of fiscal 2026.

Stock-Based Compensation

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The Company calculates compensation expense based upon the fair value of the awards at the time of grant and subsequently recognizes expense ratably over the respective vesting periods of the stock-based awards.

The Company recognized stock-based compensation expense of $ 6.9 million and $ 3.1 million for the three months ended December 31, 2024 and 2023, respectively.

The Company recognized stock-based compensation expense of $ 16.7 million and $ 7.7 million for the nine months ended December 31, 2024 and 2023, respectively.

During the first nine months of fiscal 2025, the Company granted performance-based stock awards and restricted stock awards.

The Company recognized stock-based compensation expense of $ 5.3 million and $ 4.2 million for the three months ended June 30, 2025 and 2024, respectively.

During the first three months of fiscal 2026, the Company granted performance-based stock awards and restricted stock awards.

The performance metrics for the performance-based stock awards are based upon a target three -year average cash flow return on invested capital and a target three -year average growth in consolidated net earnings before interest, taxes, depreciation, amortization, and certain other adjustments (“Adjusted EBITDA”) at the end of the performance period ending March 31, 2028.

The weighted-average fair value of stock-based compensation awards granted during the nine months ended December 31, 2024 and 2023 were as follows:

Nine months ended December 31,

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

The weighted-average fair value of stock-based compensation awards granted during the three months ended June 30, 2025 and 2024 were as follows:

Three months ended June 30,

Performance stock awards

Restricted stock awards

As of December 31, 2024, unrecognized compensation expense related to non-vested stock-based compensation awards, which will be recognized as expense over the remaining service periods, was as follows:

As of June 30, 2025, unrecognized compensation expense related to non-vested stock-based compensation awards, which will be recognized as expense over the remaining service periods, was as follows:

Weighted-Average

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Restricted stock awards

Stock options

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Restructuring Activities

During the first nine months of fiscal 2025, restructuring and repositioning expenses primarily consisted of severance expenses, the majority of which were recorded in the Performance Technologies segment.

The Performance Technologies severance charges were primarily recorded in Europe and North America and include severance related to the closure of a European technical service center and other targeted headcount reductions intended to reduce selling, general and administrative (“SG&A”) and operational expenses.

In addition, as part of its transformational initiatives supported by 80/20 principles, the Company is taking steps to optimize the efficiency of its supply chain and manufacturing processes in order to improve profit margins in the Climate Solutions and Performance Technologies segments.

These restructuring activities have included transferring the production and warehousing for certain product lines among its facilities.

During the first nine months of fiscal 2024, restructuring and repositioning expenses primarily consisted of equipment transfer costs and severance expenses in the Climate Solutions and Performance Technologies segments.

Restructuring and repositioning expenses were as follows:

Three months ended December 31,

Nine months ended December 31,

Three months ended June 30,

Employee severance and related benefits

Other restructuring and repositioning expenses

Other restructuring and repositioning expenses primarily consist of costs related to product line transfers.

During the first three months of fiscal 2026, restructuring and repositioning expenses primarily consisted of severance expenses, the majority of which were recorded in the Performance Technologies segment.

The Performance Technologies severance charges were primarily recorded in Europe and North America and include severance related to targeted headcount reductions intended to reduce selling, general and administrative (“SG&A”) and operational expenses.

These restructuring activities have included transferring the production and warehousing for certain product lines among its facilities.

During the first three months of fiscal 2025, restructuring and repositioning expenses primarily consisted of severance expenses recorded in the Performance Technologies segment.

These severance charges were primarily related to the closure of a technical service center and other targeted headcount reductions in Europe.

In addition, the Company incurred equipment transfer costs within the Performance Technologies and Climate Solutions segments.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

The Company accrues severance in accordance with its written plans, procedures, and relevant statutory requirements.

Changes in accrued severance were as follows:

Three months ended December 31,

Beginning balance

Additions (a)

Effect of exchange rate changes

Ending balance

Nine months ended December 31,

Three months ended June 30,

Beginning balance

Additions (a)

Disposition of businesses (b)

Effect of exchange rate changes

Ending balance

(a) The fiscal 2025 amounts exclude $ 1.4 million of non-cash severance expense resulting from the accelerated vesting of certain stock-based compensation awards in connection with restructuring actions.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

(b) The Company sold three automotive businesses based in Germany during the third quarter of fiscal 2024.

Prior to the sale, the Company reclassified the severance liability related to these businesses as held for sale.

See Note 2 for additional information regarding the sale.

Other Income and Expense

Other income and expense consisted of the following:

Three months ended December 31,

Nine months ended December 31,

Three months ended June 30,

Interest income

1 unchanged sentence

Net periodic benefit cost (b)

Total other income (expense) – net

Total other expense – net

(a) Foreign currency transactions primarily consist of foreign currency transaction gains and losses on the re-measurement or settlement of foreign currency-denominated assets and liabilities, including intercompany loans and transactions denominated in a foreign currency, along with gains and losses on certain foreign currency exchange contracts.

(b) Net periodic benefit cost for the Company’s pension and postretirement plans is exclusive of service cost.

The Company’s effective tax rate for the three months ended December 31, 2024 and 2023 was 24.0 percent and 18.6 percent, respectively.

The Company’s effective tax rate for the nine months ended December 31, 2024 and 2023 was 27.7 percent and 21.6 percent, respectively.

The effective tax rates for fiscal 2025 are higher than the prior year, primarily due to changes in the mix and amount of foreign and U.S.

The effective tax rates for the prior-year periods were also favorably impacted by a $ 3.1 million tax benefit related to the sale of three automotive businesses based in Germany during the third quarter of fiscal 2024.

See Note 2 for additional information regarding the sale.

In addition, the effective tax rate for the first nine months of the prior-year period was favorably impacted by the release of a $ 1.8 million unrecognized tax benefit during the second quarter of fiscal 2024, due to a lapse in statute of limitations.

The Company’s effective tax rate for the three months ended June 30, 2025 and 2024 was 21.3 percent and 28.2 percent, respectively.

The effective tax rate for the first quarter of fiscal 2026 is lower than the first quarter of the prior year, primarily due to changes in the mix and amount of foreign and U.S.

The Company records valuation allowances against its net deferred tax assets to the extent it determines it is more likely than not that such assets will not be realized in the future.

2 unchanged sentences

In addition, the Company considers the duration of statutory carryforward periods and historical financial results.

At December 31, 2024, valuation allowances against deferred tax assets in the U.S.

At June 30, 2025, valuation allowances against deferred tax assets in the U.S.

and in certain foreign jurisdictions totaled $ 42.9 million and $ 28.0 million, respectively.

10 unchanged sentences

The Company does not anticipate a significant change in unrecognized tax benefits during the remainder of fiscal 2026.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.

The OBBBA includes the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, including 100 % bonus depreciation and domestic research cost expensing.

It also includes modifications to the international tax framework.

The legislation has multiple effective dates, with certain provisions being implemented through the Company’s fiscal 2027.

The Company is currently assessing the impact on the consolidated financial statements.

Earnings Per Share

The components of basic and diluted earnings per share were as follows:

Three months ended December 31,

Nine months ended December 31,

Three months ended June 30,

Net earnings attributable to Modine

5 unchanged sentences

Net earnings per share – diluted

There were no securities that were anti-dilutive in the periods presented above.

There were no securities that were anti-dilutive for the three months ended June 30, 2025 and 2024.

Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalents and restricted cash consisted of the following:

December 31, 2024

June 30, 2025

March 31, 2025

2 unchanged sentences

Total cash, cash equivalents and restricted cash

Restricted cash, which is reported within other current assets and other noncurrent assets on the consolidated balance sheets, consists primarily of deposits for contractual guarantees or commitments required for rents, import and export duties, and commercial agreements.

Restricted cash, which is reported within other current assets on the consolidated balance sheets, consists primarily of deposits for contractual guarantees or commitments required for rents, import and export duties, and commercial agreements.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Inventories consisted of the following:

December 31, 2024

June 30, 2025

March 31, 2025

3 unchanged sentences

Total inventories

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Property, Plant and Equipment

Property, plant and equipment, including depreciable lives, consisted of the following:

December 31, 2024

June 30, 2025

March 31, 2025

5 unchanged sentences

Net property, plant and equipment

The December 31, 2024 property, plant and equipment in the table above excludes amounts classified as held for sale.

The June 30, 2025 and March 31, 2025 property, plant and equipment in the table above exclude amounts classified as held for sale.

See Note 2 for additional information.

Goodwill and Intangible Assets

During the first quarter of fiscal 2025, the Company recorded a measurement period adjustment to reduce the fair value of the acquired Scott Springfield Manufacturing trade name by $ 9.6 million.

This purchase accounting adjustment resulted in a $ 7.4 million increase in goodwill.

See Note 2 for additional information.

As a result of the segment realignment during the first quarter of fiscal 2025, the Company’s goodwill now resides entirely within the Climate Solutions segment.

The following table presents a roll forward of the carrying value of goodwill from March 31, 2024 to December 31, 2024.

The following table presents a roll forward of the carrying value of goodwill from March 31, 2025 to June 30, 2025.

Climate Solutions

Goodwill, March 31, 2025

Acquisition adjustment

Acquisitions (a)

Effect of exchange rate changes

Goodwill, December 31, 2024

Goodwill, June 30, 2025

(a) During the first quarter of fiscal 2026, the Company recorded $ 25.7 million and $ 1.1 million of goodwill in connection with its acquisition of L.B.

White and AbsolutAire, respectively.

See Note 2 for additional information.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Intangible assets consisted of the following:

December 31, 2024

June 30, 2025

March 31, 2025

2 unchanged sentences

Total intangible assets

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

The Company recorded amortization expense of $ 6.9 million and $ 2.1 million for the three months ended December 31, 2024 and 2023, respectively.

The Company recorded amortization expense of $ 20.7 million and $ 6.1 million for the nine months ended December 31, 2024 and 2023, respectively.

During the first quarter of fiscal 2026 and in connection with its acquisitions of L.B.

White and AbsolutAire, the Company recorded customer relationship and trade name intangible assets totaling $ 39.8 million and $ 12.5 million, respectively.

The Company recorded amortization expense of $ 5.7 million and $ 6.9 million for the three months ended June 30, 2025 and 2024, respectively.

The Company estimates that it will record approximately $ 15.0 million of amortization expense during the remainder of fiscal 2026.

2 unchanged sentences

Changes in accrued warranty costs were as follows:

Three months ended December 31,

Beginning balance

Warranties recorded at time of sale

Adjustments to pre-existing warranties

Effect of exchange rate changes

Ending balance

Nine months ended December 31,

Three months ended June 30,

Beginning balance

1 unchanged sentence

Adjustments to pre-existing warranties

Disposition of businesses (a)

Effect of exchange rate changes

Ending balance

(a) The Company s old three automotive businesses based in Germany during the third quarter of fiscal 2024.

Prior to the sale, the Company reclassified the warranty liability related to these businesses as held for sale.

See Note 2 for additional information regarding the sale.

MODINE MANUFACTURING COMPANY

4 unchanged sentences

Balance Sheet Location

December 31, 2024

June 30, 2025

March 31, 2025

12 unchanged sentences

Long-term debt

(a) Finance right of use ( “ ROU ” ) assets were recorded net of accumulated amortization of $ 4.0 million and $ 3.7 million as of December 31, 2024 and March 31, 2024, respectively.

The increases in operating lease ROU assets and liabilities from March 31, 2024 to December 31, 2024 primarily resulted from the commencement of new facility leases.

The Company is increasing its production capacity to support organic growth opportunities, including within its Data Center Cooling business.

(a) Finance right of use ( “ ROU ” ) assets were recorded net of accumulated amortization of $ 4.5 million and $ 4.2 million as of June 30, 2025 and March 31, 2025, respectively.

Components of lease expense

The components of lease expense were as follows:

Three months ended December 31,

Nine months ended December 31,

Three months ended June 30,

Operating lease expense (a)

3 unchanged sentences

Total lease expense

(a) For the three and nine months ended December 31, 2024, operating lease expense included short-term lease expense of $ 1.7 million and $ 4.8 million, respectively.

For the three and nine months ended December 31, 2023, operating lease expense included short-term lease expense of $ 1.4 million and $ 4.3 million, respectively.

(a) For the three months ended June 30, 2025 and 2024, operating lease expense included short-term lease expense of $ 2.4 million and $ 1.3 million, respectively.

Variable lease expense was not significant.

3 unchanged sentences

Long-term debt consisted of the following:

December 31, 2024

June 30, 2025

March 31, 2025

5.9 % Senior Notes

Revolving credit facility

5.9 % Senior Notes

5.8 % Senior Notes

Finance lease obligations

3 unchanged sentences

Long-term debt, including the current portion of long-term debt, matures as follows:

Fiscal Year (a)

Remainder of 2026

2031 & beyond

The Company maintains a credit agreement with a syndicate of banks that provides for a multi-currency $ 275.0 million revolving credit facility and U.S.

dollar- and euro-denominated term loan facilities maturing in October 2027.

In addition, the credit agreement provides for shorter-duration swingline loans.

(a) Amounts reflect scheduled maturity payments as of June 30, 2025.

As described below, the Company executed an amended credit agreement in July 2025, which extended the maturity dates for the revolving credit and term loan facilities.

Borrowings under the revolving credit, swingline and term loan facilities bear interest at variable rates, based upon the applicable reference rate and including a margin percentage dependent upon the Company’s leverage ratio, as described below.

At December 31, 2024, the weighted-average interest rate for revolving credit facility borrowings and the term loans was 5.8 and 5.5 percent, respectively.

At June 30, 2025, the weighted-average interest rate for revolving credit facility borrowings and the term loans was 5.8 and 5.3 percent, respectively.

Based upon the terms of the credit agreement, the Company classifies borrowings under its revolving credit and swingline facilities as long-term and short-term debt, respectively, on its consolidated balance sheets.

At December 31, 2024, the Company’s borrowings under its revolving credit and swingline facilities totaled $ 56.0 million and $ 2.0 million, respectively, and domestic letters of credit totaled $ 6.2 million.

As a result, available borrowing capacity under the Company’s revolving credit facility was $ 210.8 million as of December 31, 2024.

At March 31, 2024, the Company’s borrowings under its revolving credit and swingline facilities totaled $ 90.0 million and $ 2.0 million, respectively.

At June 30, 2025, the Company’s borrowings under its revolving credit facility totaled $ 221.0 million and domestic letters of credit totaled $ 6.2 million.

As a result, available borrowing capacity under the Company’s revolving credit facility was $ 47.8 million as of June 30, 2025.

At June 30, 2025 and March 31, 2025 the Company had no borrowings under the swingline facility.

At March 31, 2025, the Company’s borrowings under its revolving credit facility totaled $ 30.0 million.

The Company also maintains credit agreements for its foreign subsidiaries.

The outstanding short-term borrowings related to these foreign credit agreements totaled $ 0.4 million and $ 10.0 million at December 31, 2024 and March 31, 2024, respectively.

There were no short-term borrowings related to these foreign credit agreements at June 30, 2025.

At March 31, 2025, the outstanding short-term borrowings on foreign credit agreements totaled $ 9.3 million.

MODINE MANUFACTURING COMPANY

1 unchanged sentence

(In millions, except per share amounts)

Indebtedness under the Company’s credit agreement and Senior Notes is secured by liens on substantially all domestic assets.

In July 2025, the Company executed an amended and restated credit agreement with a syndicate of banks that provides for a multi-currency $ 400.0 million revolving credit facility and a $ 200.0 million term loan facility maturing in July 2030.

This credit agreement modified the Company’s then-existing revolving credit and term loan facilities, which would have matured in October 2027.

The Company also amended the agreement governing its Senior Notes to conform the applicable terms to those of the aforementioned amended and restated credit agreement.

Indebtedness under the Company’s credit agreement and Senior Notes is secured by substantially all domestic assets, excluding real estate.

These agreements further require compliance with various covenants that may limit the Company’s ability to incur additional indebtedness;

3 unchanged sentences

In addition, the agreements may require prepayment in the event of certain asset sales.

Financial covenants within its credit agreements include a leverage ratio covenant, which requires the Company to limit its consolidated indebtedness, less a portion of its cash balances, both as defined by the credit agreements, to no more than three and one-quarter times consolidated net earnings before interest, taxes, depreciation, amortization, and certain other adjustments (“Adjusted EBITDA”).

Financial covenants within the credit agreements include a leverage ratio covenant, which requires the Company to limit the ratio of its consolidated indebtedness, less a portion of its cash balances, both as defined by the credit agreements, to its consolidated net earnings before interest, taxes, depreciation, amortization, and certain other adjustments (“Adjusted EBITDA”).

The credit agreements existing as of June 30, 2025 included a leverage ratio covenant of no more than three and one-quarter times.

As amended, the credit agreements include a leverage ratio covenant of no more than three and one-half times.

The Company must also maintain a ratio of Adjusted EBITDA of at least three times consolidated interest expense.

As of December 31, 2024, the Company was in compliance with its debt covenants.

As of June 30, 2025, the Company was in compliance with its debt covenants.

The Company estimates the fair value of long-term debt using discounted future cash flows at rates offered to the Company for similar debt instruments of comparable maturities.

As of December 31, 2024 and March 31, 2024, the carrying value of the Company’s long-term debt approximated fair value, with the exception of the Senior Notes, which had an aggregate fair value of $ 116.6 million and $ 120.9 million, respectively.

As of June 30, 2025 and March 31, 2025, the carrying value of the Company’s long-term debt approximated fair value, with the exception of the Senior Notes, which had an aggregate fair value of $ 112.2 million and $ 116.6 million, respectively.

The fair value of the Company’s long-term debt is categorized as Level 2 within the fair value hierarchy.

2 unchanged sentences

Environmental

The Company has recorded environmental monitoring and remediation accruals related to manufacturing facilities in the U.S., one of which the Company currently owns and operates, and at its former manufacturing facility in the Netherlands.

These accruals primarily relate to soil and groundwater contamination at facilities where past operations followed practices and procedures that were considered acceptable under then-existing regulations, or where the Company is a successor to the obligations of prior owners, and current laws and regulations require investigative and/or remedial work to ensure sufficient environmental compliance.

In instances where a range of loss can be reasonably estimated for a probable environmental liability, but no amount within the range is a better estimate than any other amount, the Company accrues the minimum of the range.

The Company’s accruals for environmental matters totaled $ 17.2 million and $ 17.6 million as of December 31, 2024 and March 31, 2024, respectively.

During the third quarter of fiscal 2024, the Company increased its remediation accrual related to a former manufacturing facility in the U.S.

by $ 1.0 million.

The Company’s accruals for environmental matters totaled $ 15.0 million and $ 15.8 million as of June 30, 2025 and March 31, 2025, respectively.

As additional information becomes available regarding environmental matters, the Company will re-assess the liabilities and revise the estimated accruals, if necessary.

1 unchanged sentence

However, these matters are subject to inherent uncertainties, and unfavorable outcomes could occur, including significant monetary damages.

Information technology purchase commitments

The Company has entered into purchase commitments for information technology services, primarily related to implementation and support for cloud infrastructure, data analytics, and AI-enablement services.

In total, the Company expects to spend approximately $ 35.0 million in connection with these purchase commitments from fiscal 2027 through fiscal 2030.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Other litigation

2 unchanged sentences

In addition, management expects that the liabilities which may ultimately result from such lawsuits or proceedings, if any, would not have a material adverse effect on the Company’s financial position.

MODINE MANUFACTURING COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions, except per share amounts)

Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss were as follows:

Three months ended December 31, 2024

Nine months ended December 31, 2024

Benefit Plans

Three months ended June 30, 2025

Benefit Plans

Beginning balance

Other comprehensive income (loss) before reclassifications

Other comprehensive income before reclassifications

Reclassifications:

Amortization of unrecognized net loss (a)

Realized gains - net (b)

Total other comprehensive income (loss)

Realized losses - net (b)

Total other comprehensive income

Ending balance

Three months ended December 31, 2023

Nine months ended December 31, 2023

Benefit Plans

Three months ended June 30, 2024

Benefit Plans

Beginning balance

Other comprehensive income before reclassifications

Other comprehensive income (loss) before reclassifications

Reclassifications:

Amortization of unrecognized net loss (a)

Realized losses (gains) - net (b)

Unrecognized net pension gain in disposed businesses (c)

Total other comprehensive income (loss)

3 unchanged sentences

(b) Amounts represent net gains and losses associated with cash flow hedges that were reclassified to net earnings.

(c) As a result of the sale of three automotive businesses based in Germany, the Company wrote-off $ 0.6 million of net actuarial gains related to the disposal group’s pension plans.

See Note 2 for additional information regarding the sale.

MODINE MANUFACTURING COMPANY

2 unchanged sentences

Segment Information

Under this refined organizational structure, the Coatings business is better aligned with the Climate Solution’s Heat Transfer Products business, which serves similar heating, ventilating, air conditioning, and refrigeration markets and customers.

The Company believes that unifying these complementary businesses is allowing it to better focus resources on targeted growth opportunities and more efficiently apply 80/20 principles to optimize profit margins and cash flow.

Segment financial information for the prior periods has been recast to conform to the current presentation.

The following is a summary of net sales, gross profit and operating income by segment:

Three months ended December 31,

Inter-segment

Climate Solutions

Performance Technologies

Segment total

Corporate and eliminations

Nine months ended December 31,

Inter-segment

Climate Solutions

Performance Technologies

Segment total

Corporate and eliminations

Three months ended December 31,

Nine months ended December 31,

Gross profit:

Climate Solutions

Performance Technologies

Segment total

Corporate and eliminations

The Company’s chief operating decision maker (“CODM”), its President and Chief Executive Officer, reviews the separate financial results for each of its operating segments.

The CODM uses segment operating income as a measure of profit and loss to evaluate the financial performance of each segment and as the basis for allocating company resources.

The tables below present net sales and significant expense categories for each of the Company’s segments that are regularly provided to the CODM.

Net sales for Corporate and eliminations primarily represent the elimination of inter-segment sales.

Inter-segment sales are accounted for based upon an established markup over production costs.

Three months ended June 30, 2025

Corporate and

External sales

Inter-segment sales

Cost of sales

Selling, general and administrative expenses

Restructuring expenses

Operating income

Three months ended June 30, 2024

Corporate and

External sales

Inter-segment sales

Cost of sales

Selling, general and administrative expenses

Restructuring expenses

Operating income

SG&A expenses at Corporate include legal, finance, general corporate and central services expenses and other costs that are either not directly attributable to an operating segment or not considered when the CODM evaluates segment performance.

MODINE MANUFACTURING COMPANY

1 unchanged sentence

(In millions, except per share amounts)

Three months ended December 31,

Nine months ended December 31,

Operating income:

The following is a summary of capital expenditures and depreciation and amortization expense by segment:

Three months ended June 30,

Capital expenditures:

Climate Solutions

Performance Technologies

Segment total

Corporate and eliminations

Operating income

Total capital expenditures

Three months ended June 30,

Depreciation and amortization expense:

Climate Solutions

Performance Technologies

Total depreciation and amortization expense

The following is a summary of segment assets, comprised entirely of trade accounts receivable and inventories, and other assets:

December 31, 2024

June 30, 2025

March 31, 2025

3 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