What changed in this filing

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Item 1. Financial Statements

2026-05-11 compared with 2025-11-05 · 206 added, 283 removed, 588 unchanged (45% of the section changed)

1 unchanged sentence

THE MOSAIC COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

(In millions, except per share amounts)

Three months ended Nine months ended

September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Three months ended

March 31, 2026 March 31, 2025

Net sales $ 2,998.0 $ 2,620.9

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Selling, general and administrative expenses 135.9 122.6

Loss on assets to be sold 232.6 —

Other operating expense 240.0 27.3

Operating earnings 339.8 115.4 922.7 521.6

Operating earnings (loss) ( 372.9 ) 338.5

Interest expense, net ( 55.3 ) ( 40.7 )

Foreign currency transaction gain (loss) ( 1.2 ) 100.9 301.3 ( 267.3 )

Foreign currency transaction gain 37.6 133.1

Other income (expense) 104.7 ( 118.1 )

Earnings from consolidated companies before income taxes 599.3 174.2 1,476.4 125.0

Provision for income taxes 175.5 48.0 384.8 152.9

Earnings (loss) from consolidated companies before income taxes ( 285.9 ) 312.8

(Benefit) provision for income taxes ( 31.0 ) 63.3

Earnings (loss) from consolidated companies ( 254.9 ) 249.5

Equity in net earnings of nonconsolidated companies 0.4 0.5

Net earnings including noncontrolling interests 424.1 130.7 1,093.8 36.3

Net earnings (loss) including noncontrolling interests ( 254.5 ) 250.0

Net earnings attributable to noncontrolling interests 3.1 11.9

Net earnings attributable to Mosaic $ 411.4 $ 122.2 $ 1,060.2 $ 5.9

Basic net earnings per share attributable to Mosaic $ 1.30 $ 0.38 $ 3.34 $ 0.02

Net earnings (loss) attributable to Mosaic $ ( 257.6 ) $ 238.1

Basic net earnings (loss) per share attributable to Mosaic $ ( 0.81 ) $ 0.75

Basic weighted average number of shares outstanding 317.5 317.0

Diluted net earnings per share attributable to Mosaic $ 1.29 $ 0.38 $ 3.33 $ 0.02

Diluted net earnings (loss) per share attributable to Mosaic $ ( 0.81 ) $ 0.75

Diluted weighted average number of shares outstanding 317.5 318.2

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(In millions)

Three months ended Nine months ended

September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024

Three months ended

March 31, 2026 March 31, 2025

Net earnings (loss) including noncontrolling interest $ ( 254.5 ) $ 250.0

Other comprehensive income (loss), net of tax

Foreign currency translation (loss) gain ( 4.8 ) 104.6 343.1 ( 161.6 )

Foreign currency translation gain 51.6 108.1

Net actuarial (loss) gain and prior service cost ( 4.9 ) 0.1

Realized (loss) gain on interest rate swap ( 0.1 ) — ( 0.1 ) —

Net gain on marketable securities held in trust fund 5.8 13.7 21.4 0.8

Other comprehensive income (loss) ( 0.8 ) 118.7 361.9 ( 159.0 )

Net (loss) gain on marketable securities held in trust fund ( 4.6 ) 7.9

Other comprehensive income 42.1 116.1

Comprehensive income (loss) ( 212.4 ) 366.1

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(In millions, except per share amounts)

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Current assets:

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Inventories 3,422.9 3,363.0

Assets held for sale 159.2 73.5

Other current assets 461.0 445.8

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Accrued liabilities 1,417.3 1,472.5

Liabilities held for sale 134.2 55.3

Total current liabilities 4,287.6 3,982.8

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Other noncurrent liabilities 3,001.4 3,011.4

Preferred Stock, $ 0.01 par value, 15,000,000 shares authorized, none issued and outstanding as of September 30, 2025 and December 31, 2024

Common Stock, $ 0.01 par value, 1,000,000,000 shares authorized, 391,351,508 shares issued and 317,407,176 shares outstanding as of September 30, 2025, 394,648,654 shares issued and 316,932,047 shares outstanding as of December 31, 2024

Preferred Stock, $ 0.01 par value, 15,000,000 shares authorized, none issued and outstanding as of March 31, 2026 and December 31, 2025

Common Stock, $ 0.01 par value, 1,000,000,000 shares authorized, 391,790,976 shares issued and 317,846,644 shares outstanding as of March 31, 2026, 395,125,254 shares issued and 317,408,647 shares outstanding as of December 31, 2025

Capital in excess of par value 35.1 29.2

9 unchanged sentences

(In millions)

Nine months ended

September 30, 2025 September 30, 2024

Three months ended

March 31, 2026 March 31, 2025

Cash Flows from Operating Activities:

Net earnings including noncontrolling interests $ 1,093.8 $ 36.3

Net earnings (loss) including noncontrolling interests $ ( 254.5 ) $ 250.0

Adjustments to reconcile net earnings including noncontrolling interests to net cash provided by operating activities:

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Impairment of assets held for sale 232.6 —

Amortization of debt financing fees 33.6 25.1

Other 97.0 11.4

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Accounts payable and accrued liabilities ( 66.4 ) ( 259.8 )

Change in asset retirement obligations ( 49.9 ) ( 66.3 )

Other noncurrent liabilities 10.8 ( 17.7 )

4 unchanged sentences

Proceeds from sale of available-for-sale securities - restricted 504.1 97.1

Proceeds from sale of assets 31.4 5.8

Other ( 2.8 ) ( 0.4 )

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Payments of long-term debt ( 18.3 ) ( 11.7 )

Repurchases of stock — ( 210.4 )

Cash dividends paid ( 70.8 ) ( 70.9 )

Dividends paid to non-controlling interest ( 13.1 ) ( 17.6 )

Other ( 8.2 ) ( 10.5 )

Net cash used in financing activities ( 9.4 ) ( 168.6 )

Net cash provided by financing activities 263.0 272.0

Effect of exchange rate changes on cash 2.2 ( 0.4 )

1 unchanged sentence

Cash, cash equivalents and restricted cash - December 31 298.6 305.0

Cash, cash equivalents and restricted cash - September 30 $ 177.3 $ 332.1

Cash, cash equivalents and restricted cash - March 31 $ 299.0 $ 278.7

See Notes to Condensed Consolidated Financial Statements

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(In millions)

Nine months ended

September 30, 2025 September 30, 2024

Three months ended

March 31, 2026 March 31, 2025

Reconciliation of cash, cash equivalents and restricted cash reported within the unaudited condensed consolidated balance sheets to the unaudited condensed consolidated statements of cash flows:

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Cash paid during the period for:

Interest (net of amount capitalized of $ 24.1 and $ 26.1 for the nine months ended September 30, 2025 and 2024, respectively)

Interest (net of amount capitalized of $ 5.9 and $ 8.6 for the three months ended March 31, 2026 and 2025, respectively)

$ 16.8 $ 12.1

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Common Stock Common Stock Capital in Excess of Par Value Retained Earnings Accumulated Other Comprehensive (Loss) Noncontrolling Interests Total Equity

Balance as of June 30, 2024 319.6 $ 3.2 $ — $ 13,906.8 $ ( 2,229.4 ) $ 149.5 $ 11,830.1

Total comprehensive (loss) income — — — 122.2 118.2 9.0 249.4

Stock based compensation — — 5.5 — — — 5.5

Share repurchases, including tax of $ 0.5 million

( 1.8 ) — ( 3.9 ) ( 46.6 ) — — ( 50.5 )

Dividends ($ 0.21 per share)

— — — ( 67.4 ) — — ( 67.4 )

Dividends for noncontrolling interests — — — — — ( 5.8 ) ( 5.8 )

Balance as of September 30, 2024 317.9 $ 3.2 $ 1.6 $ 13,915.0 $ ( 2,111.2 ) $ 152.7 $ 11,961.3

Balance as of December 31, 2024 316.9 $ 3.2 $ 2.1 $ 13,926.1 $ ( 2,449.0 ) $ 132.3 $ 11,614.7

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Stock based compensation — — 9.3 — — — 9.3

Share repurchases, including tax of $ 1.9 million

( 7.0 ) — ( 25.1 ) ( 187.2 ) — — ( 212.3 )

Dividends ($ 0.22 per share)

— — — ( 70.3 ) — — ( 70.3 )

Dividends for noncontrolling interests — — — — — ( 17.6 ) ( 17.6 )

Balance as of September 30, 2024 317.9 $ 3.2 $ 1.6 $ 13,915.0 $ ( 2,111.2 ) $ 152.7 $ 11,961.3

Balance as of June 30, 2025 317.3 $ 3.2 $ 16.6 $ 14,504.3 $ ( 2,089.1 ) $ 149.6 $ 12,584.6

Total comprehensive income — — — 411.4 ( 1.5 ) 13.4 423.3

Vesting of restricted stock units 0.1 — ( 0.4 ) — — — ( 0.4 )

Stock based compensation — — 6.5 — — — 6.5

Dividends ( 0.22 per share)

— — — ( 70.3 ) — — ( 70.3 )

Dividends for noncontrolling interests — — — — — ( 6.7 ) ( 6.7 )

Balance as of September 30, 2025 317.4 $ 3.2 $ 22.7 $ 14,845.4 $ ( 2,090.6 ) $ 156.3 $ 12,937.0

Balance as of March 31, 2025 317.2 $ 3.2 $ 8.3 $ 14,093.9 $ ( 2,334.5 ) $ 145.8 $ 11,916.7

Balance as of December 31, 2025 317.4 $ 3.2 $ 29.2 $ 14,184.4 $ ( 2,131.9 ) $ 149.3 $ 12,234.2

Total comprehensive income — — — 1,060.2 358.4 37.1 1,455.7

Total comprehensive income (loss) — — — ( 257.6 ) 40.7 4.5 ( 212.4 )

Vesting of restricted stock units 0.4 — ( 4.4 ) — — — ( 4.4 )

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— — — ( 69.9 ) — — ( 69.9 )

Dividends for noncontrolling interests — — — — — ( 13.1 ) ( 13.1 )

Balance as of September 30, 2025 317.4 $ 3.2 $ 22.7 $ 14,845.4 $ ( 2,090.6 ) $ 156.3 $ 12,937.0

Balance as of March 31, 2026 317.8 $ 3.2 $ 35.1 $ 13,856.9 $ ( 2,091.2 ) $ 153.8 $ 11,957.8

See Notes to Condensed Consolidated Financial Statements

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These results are consolidated in the Phosphate segment.

Through December 24, 2024, the Phosphate segment included our prior 25 % interest in the Ma’aden Wa’ad Al Shamal Phosphate Company (“ MWSPC ”), a joint venture to develop, own and operate integrated phosphate production facilities in the Kingdom of Saudi Arabia.

On December 24, 2024, we exchanged our ownership of MWSPC for shares of Ma’aden.

Prior to this, our equity in the net earnings or losses relating to MWSPC were recognized on a one-quarter lag in our Condensed Consolidated Statements of Earnings (Loss).

• Our Potash business segment owns and operates potash mines and production facilities in Canada and the U.S.

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We are a member of Canpotex, Limited (“ Canpotex ”), an export association of Canadian potash producers through which we sell our Canadian potash outside the U.S.

• Our Mosaic Fertilizantes business segment includes the assets in Brazil that we acquired in the 2018 acquisition (the “ Acquisition ”) of Vale Fertilizantes S.A.

(now known as Mosaic Fertilizantes P&K S.A.), which consist of five phosphate rock mines, four phosphate chemical plants and a potash mine.

The segment also includes our legacy distribution business in South America, which consists of sales offices, crop nutrient blending and bagging facilities, port terminals and warehouses in Brazil and Paraguay.

• Our Mosaic Fertilizantes business segment includes five phosphate rock mines and four phosphate chemical plants.

and a potash mine.

The segment also includes our distribution business in South America, which consists of sales offices, crop nutrient blending and bagging facilities, port terminals and warehouses in Brazil and Paraguay.

We also have a majority interest in Fospar S.A., which owns and operates a single superphosphate granulation plant and a deep-water port and throughput warehouse terminal facility in Brazil.

Intersegment eliminations, unrealized mark-to-market gains/losses on derivatives and investment in equity securities of Ma’aden, debt expenses and the results of the China and India distribution businesses and Mosaic Biosciences are included within Corporate, Eliminations and Other.

It also includes the results of Mosaic Biosciences sales in Brazil.

Intersegment eliminations, unrealized mark-to-market gains/losses on derivatives and investment in equity securities of Saudi Arabian Mining Company (“ Ma’aden ”), debt expenses, the results of the China and India distribution businesses and Mosaic Biosciences sales in China, India and North America are included within Corporate, Eliminations and Other.

Summary of Significant Accounting Policies

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The following notes should be read in conjunction with the accounting policies and other disclosures in the Notes to the Consolidated Financial Statements included in our Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2025 (the “ 10-K Report ”).

Sales, expenses, cash flows, assets and liabilities can and do vary during the year as a

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

result of seasonality and other factors.

Sales, expenses, cash flows, assets and liabilities can and do vary during the year as a result of seasonality and other factors.

Therefore, interim results are not necessarily indicative of the results to be expected for the full fiscal year.

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Certain investments in companies where we do not have control but have the ability to exercise significant influence are accounted for by the equity method .

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Accounting Estimates

Preparation of the Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting periods.

The most significant estimates made by management relate to the estimates of fair value of acquired assets and liabilities, the recoverability of non-current assets including goodwill, the useful lives and net realizable values of long-lived assets, environmental and reclamation liabilities, including asset retirement obligations (“ ARO ”), and income tax-related accounts, including the valuation allowance against deferred income tax assets.

The most significant estimates made by management relate to the estimates of fair value of the recoverability of non-current assets including goodwill, the useful lives and net realizable values of long-lived assets, environmental and reclamation liabilities, including asset retirement obligations (“ ARO ”), and income tax-related accounts, including the valuation allowance against deferred income tax assets.

Actual results could differ from these estimates .

Recently Issued Accounting Guidance

In December 2023, the Financial Accounting Standards Board (“ FASB ”) issued guidance to provide more disaggregation of income tax disclosures mainly related to the reconciliations of the income tax rate and income taxes paid by jurisdiction.

We expect the adoption of the standard to result in additional disaggregation of our income tax footnote disclosure.

We also expect it to have no impact on our results of operations, cash flows or financial condition.

We will begin providing the enhanced disclosure related to income taxes effective with our annual report on Form 10-K for the fiscal year ending December 31, 2025.

The disclosures may be applied either prospectively or retrospectively to any or all prior periods presented in the financial statements.

We continue to evaluate the impact this new guidance will have on our disclosures.

In November 2024, the FASB issued guidance which requires more detailed disclosure about specified categories of expenses (purchases of inventory, employee compensation, depreciation, intangible asset amortization and depletion) included in certain expense captions on the face of the income statement.

2 unchanged sentences

The disclosures may be applied either prospectively or retrospectively to any or all prior periods presented in the financial statements.

We continue to evaluate the impact this new guidance will have on our disclosures.

We intend to apply this standard on a prospective basis and continue to evaluate the impact this new guidance will have on our disclosures.

THE MOSAIC COMPANY

2 unchanged sentences

The following provides add i tional information concerning selected balance sheet accounts:

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Other current assets

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Operating lease right-of-use assets 236.3 223.6

Indemnification asset 19.9 18.4

Long-term receivable 9.5 12.9

Cloud computing cost 134.3 140.7

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The following is a reconciliation of the numerator and denominator for the basic and diluted EPS computations:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Net income (loss) attributable to Mosaic $ ( 257.6 ) $ 238.1

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Diluted net income (loss) per share attributable to Mosaic $ ( 0.81 ) $ 0.75

A total of zero shares of common stock subject to issuance related to share-based awards for the three and nine months ended September 30, 2025, and 1.4 million and 0.8 million and for the three and nine months ended September 30, 2024 have been excluded from the calculation of diluted EPS because the effect would have been anti-dilutive.

A total of 2.3 million shares of common stock subject to issuance related to share-based awards for the three months ended March 31, 2026, and 0.4 million for the three months ended March 31, 2025 have been excluded from the calculation of diluted EPS because the effect would have been anti-dilutive.

Inventories consist of the following:

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Raw materials $ 309.5 $ 285.7

6 unchanged sentences

(a) Final price deferred is product that has shipped to customers, but the price has not yet been agreed upon .

Mosaic had goodwill of $ 1.1 billion as of September 30, 2025 and December 31, 2024, respectively.

Mosaic had goodwill of $ 988.9 million and $ 1.0 billion as of March 31, 2026 and December 31, 2025, respectively.

We review goodwill for impairment annually in October and at any time events or circumstances indicate that the carrying value may not be fully recoverable, which is based on our accounting policy and GAAP.

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Potash Mosaic Fertilizantes Corporate, Eliminations and Other Total

Potash Corporate, Eliminations and Other Total

Balance as of December 31, 2025 $ 993.0 $ 12.1 $ 1,005.1

Foreign currency translation ( 16.2 ) — ( 16.2 )

Balance as of September 30, 2025 $ 982.6 $ 97.1 $ 12.1 $ 1,091.8

Balance as of March 31, 2026 $ 976.8 $ 12.1 $ 988.9

We will perform our next annual goodwill impairment analysis for each of our reporting units as of October 31, 2026.

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A credit loss would then be recognized in operations for the amount of the expected credit loss.

As of September 30, 2025 we expect to recover our amortized cost on all available-for-sale securities and have not established an allowance for credit loss.

As of March 31, 2026 we expect to recover our amortized cost on all available-for-sale securities and have not established an allowance for credit loss.

We review the fair value hierarchy classification on a quarterly basis.

6 unchanged sentences

Valuation techniques include use of option pricing models, discounted cash flow models and similar techniques.

The estimated fair value of the investments in the RCRA Trusts as of September 30, 2025 and December 31, 2024 are as follows:

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

September 30, 2025

The estimated fair value of the investments in the RCRA Trusts as of March 31, 2026 and December 31, 2025 are as follows:

March 31, 2026

Cash and cash equivalents $ 4.5 $ — $ — $ 4.5

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following tables show gross unrealized losses and fair values of the RCRA Trusts ’ available-for-sale securities that have been in a continuous unrealized loss position for which an allowance for credit losses has not been recorded as of September 30, 2025 and December 31, 2024 :

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

(in millions) Fair

8 unchanged sentences

$ 61.2 $ ( 3.4 ) $ 88.5 $ ( 3.9 )

The following table summarizes the balance by contractual maturity of the available-for-sale debt securities invested by the RCRA Trusts as of September 30, 2025.

The following table summarizes the balance by contractual maturity of the available-for-sale debt securities invested by the RCRA Trusts as of March 31, 2026.

Actual maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations before the underlying contracts mature.

September 30, 2025

March 31, 2026

Due in one year or less $ 13.6

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Total debt securities $ 740.8

For the three and nine months ended September 30, 2025, realized gains were $ 0.6 million and $ 1.3 million, respectively, and realized losses were $ 0.8 million and $ 8.6 million, respectively.

For the three and nine months ended September 30, 2024, realized gains were $ 6.4 million and $ 17.2 million, respectively, and realized losses were $ 1.2 million and $ 10.4 million, respectively.

For the three months ended March 31, 2026, realized gains were $ 0.5 million and realized losses were $ 2.6 million.

For the three months ended March 31, 2025, realized gains were $ 0.4 million and realized losses were $ 0.5 million.

Financing Arrangements

Mosaic Credit Facility

On May 16, 2025, we amended our committed, unsecured five-year credit facility of up to $ 2.5 billion (the “ Amended and Restated Mosaic Credit Facility ”), comprised of a $ 2.5 billion revolving facility, extending the maturity date to May 16, 2030, from August 19, 2026.

This facility is intended to serve as our primary unsecured bank credit facility.

The Amended and Restated Mosaic Credit Facility also reduces the rates applicable to the unused commitment fees and provides us with additional flexibility under other restrictive covenants, compared to the facility prior to this amendment.

The Amended and Restated Mosaic Credit Facility has cross-default provisions that, in general, provide that a failure to pay principal or interest under, or any other amount payable under, any indebtedness with outstanding principal amount of

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

$ 100 million or more, or breach or default under such indebtedness that permits the holders thereof to accelerate the maturity thereof, will result in a cross-default.

The Amended and Restated Mosaic Credit Facility requires Mosaic to maintain certain financial ratios, including a ratio of Consolidated Indebtedness (as defined), which has been redefined to exclude unrestricted cash and cash equivalents, to Consolidated Capitalization Ratio (as defined) of no greater than 0.65 to 1.0 .

This facility also includes a minimum Interest Coverage Ratio (as defined) of not less than 3.0 to 1.0 .

We were in compliance with these ratios as of September 30, 2025.

The Amended and Restated Mosaic Credit Facility also contains other events of default and covenants that limit various matters.

These provisions include limitations on indebtedness, liens, investments and acquisitions (other than capital expenditures), certain mergers, certain sales of assets and other matters customary for credit facilities of this nature.

Inventory Financing Arrangement

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It is later repurchased by Mosaic at the original sale price plus interest and any transaction costs.

As of September 30, 2025 and December 31, 2024, we had financed inventory of $ 300.7 million and $ 199.5 million, respectively, under this arrangement, which is included in short-term debt on the Condensed Consolidated Balance Sheet.

As of March 31, 2026 and December 31, 2025, we had financed inventory of $ 401.3 million and $ 300.2 million, respectively, under this arrangement, which is included in short-term debt on the Condensed Consolidated Balance Sheet.

Receivable Purchasing Arrangement

We finance certain accounts receivable through a Receivable Purchasing Agreement (“ RPA ”) with banks whereby, from time-to-time, we sell the receivables to bank counterparties.

The net face value of the purchased receivables may not exceed $ 600 million at any point in time.

The net face value of the purchased receivables may not exceed $ 500

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

million at any point in time.

The purchase price of the receivable sold under the RPA is the face value of the receivable less an agreed upon discount.

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Cash received is presented as cash provided by operating activities in the Condensed Consolidated Statements of Cash Flows.

During the three and nine months ended September 30, 2025, the Company sold approximately $ 215.5 million and $ 466.7 million, respectively, of accounts receivable under this arrangement.

During the three and nine months ended September 30, 2024, the Company sold approximately $ 97.0 million and $ 324.9 million, respectively.

During the three months ended March 31, 2026, the Company sold approximately $ 185.9 million of accounts receivable under this arrangement.

During the three months ended March 31, 2025, the Company sold approximately $ 102.1 million.

Discounts on sold receivables were not material for any period presented.

Following such sales, we continue to service the collection of the receivables on behalf of the banks without further consideration.

As of September 30, 2025 and December 31, 2024 , there was no amount outstanding to be remitted to the banks.

As of March 31, 2026 and December 31, 2025 , there was no amount outstanding to be remitted to the banks.

Any outstanding amount is classified in accrued liabilities on the Condensed Consolidated Balance Sheets.

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Mosaic then makes payment to the third-party intermediary at dates ranging from 119 to 193 days from date of shipment.

As of September 30, 2025 and December 31, 2024, the total structured accounts payable arrangements were $ 402.5 million and $ 402.3 million, respectively.

As of March 31, 2026 and December 31, 2025, the total structured accounts payable arrangements were $ 399.4 million and $ 480.1 million, respectively.

Commercial Paper Note Program

In September 2022, we established a commercial paper program which allows us to issue unsecured commercial paper notes with maturities that vary, but do not exceed 397 days from the date of issue, up to a maximum aggregate face or principal amount outstanding at any time of $ 2.5 billion.

We use the revolving credit facility as a liquidity backstop for borrowings under the commercial paper program.

As of September 30, 2025, we had $ 773.8 million outstanding under this program, with a weighted average interest rate of 4.34 % and remaining average term of 13 days.

We use our revolving credit facility as a liquidity backstop for borrowings under the commercial paper program.

As of March 31, 2026, we had $ 788.7 million outstanding under this program, with a weighted average interest rate of 4.00 % and remaining average term of 15 days.

As of December 31, 2025, we had $ 459.5 million outstanding under this program, with a weighted average interest rate of 3.99 % and a remaining average term of 10 days.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Term Loan Facility

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We may voluntarily prepay the outstanding principal without premium or penalty.

As of September 30, 2025 and December 31, 2024, $ 570.0 million, has been drawn under this facility with no further draws available.

As of March 31, 2026 and December 31, 2025, $ 570.0 million has been drawn under this facility with no further draws available.

Interest rates for the term loan are variable and are based on the Secured Overnight Financing Rate (“ SOFR ”), plus credit spread adjustments.

Intercompany Loans

A portion of our debt is denominated in Brazilian reals.

We manage the net foreign currency exposure created by this debt through various means, including the designation of certain intercompany loans as permanent loans because they are not expected to be repaid in the foreseeable future.

Foreign currency transaction gains and losses on intercompany loans that are not designated as permanent loans are recorded in earnings.

Foreign currency transaction gains and losses on intercompany loans that are designated as permanent loans are recorded in other comprehensive income (loss).

Asset Retirement Obligations

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(iii) close and monitor Gypstacks at our Florida and Louisiana facilities at the end of their useful lives;

(iv) remediate certain other conditional obligations;

(iv) remediate certain other conditional

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

(v) remove all surface structures and equipment, plug and abandon mine shafts, contour and revegetate, as necessary, and monitor for five years after closing our Carlsbad, New Mexico facility;

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A reconciliation of our AROs is as follows:

(in millions) September 30, 2025 December 31, 2024

(in millions) March 31, 2026 December 31, 2025

AROs, beginning of period $ 2,601.9 $ 2,572.2

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Environmental Protection Agency (“ EPA ”), the U.S.

Department of Justice (“ DOJ ”), the Florida Department of Environmental Protection (“ FDEP ”) and the Louisiana Department of Environmental Quality on the terms of

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

two consent decrees (collectively, the “ 2015 Consent Decrees ”) to resolve claims relating to our management of certain waste materials onsite at our Riverview, New Wales, Green Bay, South Pierce and Bartow fertilizer manufacturing facilities in Florida, and our Faustina and Uncle Sam facilities in Louisiana.

Department of Justice (“ DOJ ”), the Florida Department of Environmental Protection (“ FDEP ”) and the Louisiana Department of Environmental Quality on the terms of two consent decrees (collectively, the “ 2015 Consent Decrees ”) to resolve claims relating to our management of certain waste materials onsite at our Riverview, New Wales, Green Bay, South Pierce and Bartow fertilizer manufacturing facilities in Florida and our Faustina and Uncle Sam facilities in Louisiana.

This followed a 2003 announcement by the EPA Office of Enforcement and Compliance Assurance that it would be targeting facilities in mineral processing industries, including phosphoric acid producers, for a thorough review under the U.S.

Resource Conservation and Recovery Act (“ RCRA ”) and related state laws.

As discussed below, a separate consent decree was previously entered into with the EPA and the FDEP with respect to RCRA compliance at the Plant City, Florida phosphate concentrates facility (the “ Plant City Facility ”) that we acquired as part of our acquisition of the Florida phosphate assets and assumption of certain related liabilities of CF Industries, Inc.

As discussed below, a separate consent decree was previously entered into with the EPA and the FDEP with respect to RCRA compliance at the Plant City Facility that we acquired as part of our acquisition of the Florida phosphate assets and assumption of certain related liabilities of CF Industries, Inc.

The remaining monetary obligations under the 2015 Consent Decrees include a provision of additional financial assurance for the estimated Gypstack Closure Costs for Gypstacks at the covered facilities.

The RCRA Trusts are discussed in Note 8 to our Condensed Consolidated Financial Statements.

The RCRA Trusts are discussed in Note 8 to our Consolidated Financial Statements.

In addition, we have agreed to guarantee the difference between the amounts held in each RCRA Trust (including any earnings) and the estimated closure and long-term care costs.

As of December 31, 2025, the undiscounted amount of our Gypstack Closure Costs ARO associated with the facilities covered by the 2015 Consent Decrees, determined using the assumptions used for financial reporting purposes, was approximately $ 2.3 billion, and the present value of our Gypstack Closure Costs ARO reflected in our Consolidated Balance Sheet for those facilities was approximately $ 1.1 billion.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Plant City and Bonnie Facilities.

2 unchanged sentences

Pursuant to federal or state laws, the applicable government entities are permitted to draw against such amounts in the event we cannot perform such closure activities.

One of the financial assurance arrangements was initially a trust (the “ Plant City Trust ”) established to meet the requirements under a consent decree with the EPA and the FDEP with respect to RCRA compliance at Plant City.

The Plant City Trust also satisfied Florida financial assurance requirements at that site.

5 unchanged sentences

Under our current approach to satisfying applicable requirements, additional financial assurance would be required in the future if increases in cost estimates exceed the face amount of the Plant City Bond or the amount supported by the Bonnie Financial Test.

As of September 30, 2025 and December 31, 2024, the aggregate amounts of AROs associated with the combined Plant City Facility and Bonnie Facility Gypstack closure costs included in our Condensed Consolidated Balance Sheets were $ 342.5 million and $ 368.7 million, respectively.

As of March 31, 2026 and December 31, 2025, the aggregate amounts of AROs associated with the combined Plant City Facility and Bonnie Facility Gypstack closure costs included in our Condensed Consolidated Balance Sheets were $ 368.5 million and $ 387.9 million, respectively.

The aggregate amount represented by the Plant City Bond exceeds the present value of the aggregate amount of ARO associated with that facility.

This is because the amount of financial assurance we are required to provide represents the aggregate undiscounted estimated amount to be paid by us in the normal course of our Phosphate business over a period that may not end until three decades or more after the Gypstack has been closed, whereas the ARO included in our Condensed Consolidated Balance Sheet reflects the discounted present value of those estimated amounts.

During the three months ended September 30, 2025, gross unrecognized tax benefits increased to $ 1.5 billion.

The increase is primarily related to establishing an unrecognized tax benefit on a potential tax loss in the U.S.

associated with the expected divestiture of the Taquari mine that was acquired as part of the Vale acquisition.

The Company intends to apply to the Internal Revenue Services’ Pre-Filing Agreement Program to evaluate the amount and nature of the loss.

If recognized, approximately

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

$ 1.5 billion in unrecognized tax benefits would affect our effective tax rate, other deferred tax assets, and net earnings in future periods.

During the three months ended March 31, 2026, gross unrecognized tax benefits remained at $ 1.4 billion.

The balance is primarily related to an unrecognized tax benefit which was established on a potential loss in the U.S.

associated with the divestiture of the Taquari mine that was acquired as part of the Vale acquisition.

In December 2025, the Company applied to the Internal Revenue Services’ Pre-Filing Agreement Program to evaluate the amount and nature of the loss.

In March 2026, the Company received notice from the IRS of its acceptance into the program.

If recognized, approximately $ 1.4 billion in unrecognized tax benefits would affect our effective tax rate, other deferred tax assets, and net earnings in future periods.

We recognize interest and penalties related to unrecognized tax benefits as a component of our income tax provision.

We had accrued interest and penalties totaling $ 5.6 million and $ 5.4 million as of September 30, 2025 and December 31, 2024, respectively, that were included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets.

We had accrued interest and penalties totaling $ 6.2 million and $ 6.0 million as of March 31, 2026 and December 31, 2025, respectively, that were included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets.

Accounting for uncertain tax positions is determined by prescribing the minimum probability threshold that a tax position is more likely than not to be sustained based on the technical merits of the position.

4 unchanged sentences

The Company believes that any issues raised have been properly accounted for in its current financial statements.

For the three months ended September 30, 2025, discrete tax items recorded in tax expense was an expense of approximately $ 2.4 million.

The net tax expense consisted primarily of changes in valuation allowance, share-based excess costs, and true-up of estimates.

In addition to items specific to the period, our income tax rate is impacted by the mix of earnings across the jurisdictions in which we operate, by a benefit associated with depletion, and by the impact of certain entities being taxed in both their foreign jurisdiction and the U.S., including foreign tax credits for various taxes incurred.

For the three months ended March 31, 2026, discrete tax items recorded in tax expense was a benefit of approximately $ 27.2 million.

The benefit primarily related to the tax effects of notable items recorded as discrete, partially offset by discrete changes to valuation allowances in Brazil and share-based excess costs that resulted in additional tax expense.

In addition to items specific to the period, our income tax rate is impacted by the mix of earnings across the jurisdictions in which we operate, by a benefit associated with depletion, by a benefit associated with foreign-derived deduction eligible income, and by the impact of

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

certain entities being taxed in both their foreign jurisdiction and the U.S., including foreign tax credits for various taxes incurred.

Generally, for interim periods, income tax is equal to the total of (1) year-to-date pretax income multiplied by our forecasted effective tax rate, plus (2) tax expense items specific to the period.

In situations where we expect to report losses for which we do not expect to receive tax benefits, we are required to apply separate forecasted effective tax rates to those jurisdictions rather than including them in the consolidated effective tax rate.

For the three months ended September 30, 2025, income tax expense was impacted by this set of rules, resulting in decreased expense of $ 0.9 million compared to what would have been recorded under the general rule on a consolidated basis.

For the nine months ended September 30, 2025, discrete tax items recorded in tax expense was a benefit of approximately $ 22.9 million.

The net tax benefit consisted primarily of changes in valuation allowance, share-based costs, true-up of estimates, and other miscellaneous costs.

For the three months ended March 31, 2026, income tax expense was impacted by this set of rules, resulting in reduced expense of $ 0.1 million compared to what would have been recorded under the general rule on a consolidated basis.

Derivative Instruments and Hedging Activities

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The mark-to-market of these fair value hedges is recorded as gains or losses in interest expense.

We had no fixed-to-floating interest rate swap agreements in effect as of September 30, 2025 and December 31, 2024.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

As of September 30, 2025 and December 31, 2024, the gross asset position of our derivative instruments was $ 4.6 million and $ 3.1 million, respectively, and the gross liability position of our liability instruments was $ 4.5 million and $ 87.8 million, respectively.

We had no fixed-to-floating interest rate swap agreements in effect as of March 31, 2026 and December 31, 2025.

As of March 31, 2026 and December 31, 2025, the gross asset position of our derivative instruments was $ 1.7 million and $ 3.3 million, respectively, and the gross liability position of our liability instruments was $ 1.6 million and $ 2.7 million, respectively.

The following is the total absolute notional volume associated with our outstanding derivative instruments:

(in millions of Units) September 30, 2025 December 31, 2024

(in millions of Units) March 31, 2026 December 31, 2025

Derivative Instrument Derivative Category Unit of Measure

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These agreements contain provisions that allow us to settle for the net amount between payments and receipts, and also state that if our debt were to be rated below investment grade, certain counterparties could request full collateralization on derivative instruments in net liability positions.

The aggregate fair value of all derivative instruments with credit-risk-related contingent features that were in a liability position as of September 30, 2025 and December 31, 2024 was $ 4.5 million and $ 58.1 million, respectively.

The aggregate fair value of all derivative instruments with credit-risk-related contingent features that were in a liability position as of March 31, 2026 and December 31, 2025 was $ 0.5 million and $ 0.6 million, respectively.

We have no cash collateral posted in association with these contracts.

If the credit-risk-related contingent features underlying these agreements were triggered on September 30, 2025, we would have been required to post an additional $ 3.2 million of collateral assets, which are either cash or U.S.

If the credit-risk-related contingent features underlying these agreements were triggered on March 31, 2026, we would have been required to post an additional $ 0.5 million of collateral assets, which are either cash or U.S.

Treasury instruments, to the counterparties.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Counterparty Credit Risk

10 unchanged sentences

Changes in the fair market values of these contracts are recognized in the Condensed Consolidated Financial Statements as a component of cost of goods sold in our Corporate, Eliminations and Other segment, or foreign currency transaction (gain) loss.

As of September 30, 2025 and December 31, 2024, the gross asset position of our foreign currency derivative instruments was $ 4.6 million and $ 3.1 million, respectively, and the gross liability position of our foreign currency derivative instruments was $ 4.0 million and $ 86.1 million, respectively.

As of March 31, 2026 and December 31, 2025, the gross asset position of our foreign currency derivative instruments was $ 1.7 million and $ 3.3 million, respectively, and the gross liability position of our foreign currency derivative instruments was $ 1.6 million and $ 2.3 million, respectively.

Commodity Derivatives - The commodity contracts primarily relate to natural gas.

5 unchanged sentences

The gross asset position of our commodity derivative instruments was zero as

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

of September 30, 2025 and December 31, 2024, and the gross liability position of our commodity instruments was $ 0.5 million and $ 1.7 million as of September 30, 2025 and December 31, 2024, respectively.

The gross asset position of our commodity derivative instruments was zero as of March 31, 2026 and December 31, 2025, and the gross liability position of our commodity instruments was zero and $ 0.4 million as of March 31, 2026 and December 31, 2025, respectively.

Interest Rate Derivatives - We manage interest expense through interest rate contracts to convert a portion of our fixed-rate debt into floating-rate debt.

2 unchanged sentences

Changes in the fair market values of these contracts are recognized in the Condensed Consolidated Financial Statements as a component of interest expense.

We did not hold any interest rate derivative positions as of September 30, 2025.

We did not hold any interest rate derivative positions as of March 31, 2026.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Financial Instruments

The carrying amounts and estimated fair values of our financial instruments are as follows:

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Carrying Amount Fair Value Carrying Amount Fair Value

12 unchanged sentences

For information regarding the fair value of our marketable securities held in trusts, see Note 8 of our Notes to Consolidated Financial Statements .

Share Repurchases

In 2022, our Board of Directors approved two share repurchase programs for a total of $ 3.0 billion.

Our repurchase programs allow the Company to repurchase shares of our Common Stock through open market purchases, accelerated share repurchase arrangements, privately negotiated transactions or otherwise, and have no set expiration date.

During the three and nine months ended September 30, 2025, we made no share repurchases.

During the three and nine months ended September 30, 2024, we repurchased 1,772,144 and 7,006,632 shares of Common Stock in the open market for approximately $ 50.0 million and $ 210.4 million, respectively, at an average purchase price per share of $ 28.21 and $ 30.03 , respectively.

The extent to which we repurchase our shares and the timing of any such repurchases depend on a number of factors, including market and business conditions, the price of our shares, our ability to access capital resources, our liquidity and corporate, regulatory and other considerations.

THE MOSAIC COMPANY

1 unchanged sentence

Accumulated Other Comprehensive Income (Loss) ( “ AOCI ” )

The following table sets forth the changes in AOCI, net of tax, by component during the three and nine months ended September 30, 2025 and September 30, 2024:

The following table sets forth the changes in AOCI, net of tax, by component during the three months ended March 31, 2026 and March 31, 2025:

Foreign Currency Translation Gain (Loss) Net Actuarial Gain and Prior Service Cost Amortization of Gain on Interest Rate Swap Net Gain (Loss) on Marketable Securities Held in Trust Total

Three Months Ended September 30, 2025

Balance at June 30, 2025 $ ( 2,075.2 ) $ ( 22.9 ) $ 8.0 $ 1.0 $ ( 2,089.1 )

Other comprehensive income (loss) ( 4.8 ) 0.3 ( 0.1 ) 7.5 2.9

Tax (expense) benefit — ( 2.0 ) — ( 1.7 ) ( 3.7 )

Other comprehensive income (loss), net of tax ( 4.8 ) ( 1.7 ) ( 0.1 ) 5.8 ( 0.8 )

Other comprehensive income (loss) attributable to noncontrolling interest ( 0.7 ) — — — ( 0.7 )

Balance as of September 30, 2025 $ ( 2,080.7 ) $ ( 24.6 ) $ 7.9 $ 6.8 $ ( 2,090.6 )

Three Months Ended September 30, 2024

Balance at June 30, 2024 $ ( 2,193.2 ) $ ( 31.6 ) $ 8.1 $ ( 12.7 ) $ ( 2,229.4 )

Other comprehensive income (loss) 101.6 1.1 — 17.7 120.4

Tax (expense) benefit 3.0 ( 0.7 ) — ( 4.0 ) ( 1.7 )

Other comprehensive income (loss), net of tax 104.6 0.4 — 13.7 118.7

Other comprehensive income (loss) attributable to noncontrolling interest ( 0.5 ) — — — ( 0.5 )

Balance as of September 30, 2024 $ ( 2,089.1 ) $ ( 31.2 ) $ 8.1 $ 1.0 $ ( 2,111.2 )

Nine Months Ended September 30, 2025

Three Months Ended March 31, 2026

Balance at December 31, 2025 $ ( 2,115.7 ) $ ( 24.8 ) $ 7.9 $ 0.7 $ ( 2,131.9 )

3 unchanged sentences

Other comprehensive income (loss) attributable to noncontrolling interest ( 1.4 ) — — — ( 1.4 )

Balance as of September 30, 2025 $ ( 2,080.7 ) $ ( 24.6 ) $ 7.9 $ 6.8 $ ( 2,090.6 )

Nine Months Ended September 30, 2024

Balance as of March 31, 2026 $ ( 2,065.5 ) $ ( 29.7 ) $ 7.9 $ ( 3.9 ) $ ( 2,091.2 )

Three Months Ended March 31, 2025

Balance at December 31, 2024 $ ( 2,420.3 ) $ ( 22.1 ) $ 8.0 $ ( 14.6 ) $ ( 2,449.0 )

3 unchanged sentences

Other comprehensive income (loss) attributable to noncontrolling interest ( 1.6 ) — — — ( 1.6 )

Balance as of September 30, 2024 $ ( 2,089.1 ) $ ( 31.2 ) $ 8.1 $ 1.0 $ ( 2,111.2 )

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Balance as of March 31, 2025 $ ( 2,313.8 ) $ ( 22.0 ) $ 8.0 $ ( 6.7 ) $ ( 2,334.5 )

Related Party Transactions

We enter into transactions and agreements with certain of our non-consolidated companies and other related parties from time to time.

As of September 30, 2025 and December 31, 2024, the net amount due to our non-consolidated companies totaled $ 101.2 million and $ 46.5 million, respectively.

As of March 31, 2026, the net amount due to our non-consolidated companies totaled $ 89.4 million.

As of December 31, 2025, the net amount due from our non-consolidated companies totaled $ 10.0 million.

The Condensed Consolidated Statements of Earnings included the following transactions with our non-consolidated companies:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Transactions with related parties included in net sales (a)

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______________________________

(a) Amounts included in net sales primarily relate to sales from our Potash segment to Canpotex.

(b) Amounts included in cost of goods sold primarily relate to purchases from Canpotex by our Mosaic Fertilizantes segment and India and China distribution businesses.

The prior year amount also includes purchases from MWSPC.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Contingencies

5 unchanged sentences

and (iii) third-party Superfund or state equivalent sites.

At facilities currently or formerly owned by our subsidiaries or their predecessors, the historical use and handling of regulated chemical substances, crop and animal nutrients and additives and by-product or process tailings have resulted in soil, surface water and/or groundwater contamination.

Spills or other releases of regulated substances, subsidence from mining operations and other incidents arising out of operations, including accidents, have occurred previously at these facilities, and potentially could occur in the future, possibly requiring us to undertake or fund cleanup or result in monetary damage awards, fines, penalties, other liabilities, injunctions or other court or administrative rulings.

Spills or other releases of regulated substances, subsidence at our facilities and other incidents arising out of operations, including accidents, have occurred previously at these facilities, and potentially could occur in the future, possibly requiring us to undertake or fund cleanup or result in monetary damage awards, fines, penalties, other liabilities, injunctions or other court or administrative rulings.

In some instances, pursuant to consent orders or agreements with governmental agencies, we are undertaking certain remedial actions or investigations to determine whether remedial action may be required to address contamination.

At other locations, we have entered into consent orders or agreements with appropriate governmental agencies to perform required remedial activities that will address identified site conditions.

Taking into consideration established accruals of approximately $ 186.0 million and $ 197.5 million as of September 30, 2025 and December 31, 2024, respectively, of which $ 73.4 million and $ 90.8 million are included in Accrued Liabilities and $ 112.6 million and $ 106.7 million in Other Non Current Liabilities in the Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024, respectively, expenditures for these known conditions currently are not expected, individually or in the aggregate, to have a material effect on our business or financial condition.

Taking into consideration established accruals of approximately $ 171.8 million and $ 192.2 million as of March 31, 2026 and December 31, 2025, respectively, of which $ 89.0 million and $ 87.9 million are included in Accrued Liabilities and $ 82.8 million and $ 104.3 million in Other Non Current Liabilities in the Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025, respectively, expenditures for these known conditions currently are not expected, individually or in the aggregate, to have a material effect on our business or financial condition.

However, material expenditures could be required in the future to remediate the contamination at known sites or at other current or former sites or as a result of other environmental, health and safety matters.

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This resulted in process water draining beneath the stack.

The circumstances were reported to the FDEP and the EPA.

The circumstances were reported to the FDEP and EPA.

Phase I of the repairs, consisting of stabilizing the cavity by depositing low pressure grout into it, began in July 2022 and now is complete.

Phase II work, which consists of injecting high pressure grout beneath the stack to restore the geological confining layer beneath it, began in early in 2023 and the work is now complete.

As of September 30, 2025, we have a reserve of $ 6.3 million for estimated water management and other costs associated with this event.

We are unable to estimate at this time potential future additional financial impacts or a range of loss, if any.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

New Wales Phase II West Stack.

2 unchanged sentences

We have begun repairs;

stabilization grouting is complete.

High-pressure grouting began in October 2024 and is expected to be completed by March 2026.

stabilization grouting is complete and high-pressure grouting, which began in October 2024, is expected to conclude in the summer of 2026.

The area of the stack is not in use for either process water storage or additional gypsum placement.

1 unchanged sentence

No offsite impacts are known or expected.

As of September 30, 2025, we have a reserve of $ 65.4 million for estimated repairs.

We are unable to estimate at this time potential future additional financial impacts or a range of loss, if any, due to the ongoing evaluation.

As of March 31, 2026, we have a reserve of $ 55.5 million for estimated repairs.

We are unable to estimate at this time potential future additional financial impacts or a range of loss.

EPA RCRA Initiative.

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Currently, certain of our subsidiaries are involved or concluding involvement at several Superfund or equivalent state sites.

Our remedial liability from these sites, alone or in the aggregate, currently is not expected to have a material effect on our business or financial condition.

Our remedial liability from these sites, alone or in the aggregate, currently is not expected to

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

have a material effect on our business or financial condition.

As more information is obtained regarding these sites and the potentially responsible parties involved, this expectation could change.

11 unchanged sentences

The failure of an indemnitor to fulfill its obligations could result in future costs that could be material.

Antitrust Matter.

Beginning in March 2026, several putative antitrust class action lawsuits were filed in various U.S.

federal courts against Mosaic and other fertilizer producers by purported direct and indirect purchasers of nitrogen, phosphate, and potash fertilizer products.

The complaints generally allege that Mosaic and other defendants engaged in anticompetitive conduct in violation of U.S.

antitrust laws in connection with the pricing and sale of fertilizer products in the United States, and seek certification of nationwide and/or state classes, treble damages, injunctive relief, and attorneys’ fees and costs.

Motions have been filed with the U.S.

Judicial Panel on Multidistrict Litigation (" JPML ") seeking to centralize these actions for coordinated pretrial proceedings, and related motions addressing venue, consolidation, and other procedural matters are pending.

The JPML is scheduled to hear the parties’ requests on May 28, 2026.

The Company disputes the allegations and intends to defend these matters vigorously.

Brazil Legal Contingencies

Our Brazilian subsidiaries are engaged in a number of judicial and administrative proceedings regarding labor, environmental, mining and civil claims that allege aggregate damages and/or fines of approximately $ 541.6 million.

We estimate that our probable aggregate loss with respect to these claims is approximately $ 76.3 million, which is included in our accrued liabilities in our Condensed Consolidated Balance Sheets at September 30, 2025.

Approximately $ 434.2 million of the foregoing maximum potential loss relates to labor claims, of which approximately $ 56.8 million is included in accrued liabilities in our Condensed Consolidated Balance Sheets at September 30, 2025.

We estimate that our probable aggregate loss with respect to these claims is approximately $ 73.3 million, which is included in our accrued liabilities in our Condensed Consolidated Balance Sheets at March 31, 2026.

Approximately $ 392.1 million of the foregoing maximum potential loss relates to labor claims, of which approximately $ 52.8 million is included in accrued liabilities in our Condensed Consolidated Balance Sheets at March 31, 2026.

Based on Brazil legislation and the current status of similar labor cases involving unrelated companies, we believe we have recorded adequate loss contingency reserves sufficient to cover our estimate of probable losses.

4 unchanged sentences

Approximately $ 470.6 million of the maximum potential liability relates to a Brazilian federal value added tax, PIS and COFINS, and tax credit cases, while the majority of the remaining amount relates to various other non-income tax cases.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

maximum potential liability can increase with new audits from Brazilian tax authorities.

The maximum potential liability can increase with new audits from Brazilian tax authorities.

Based on Brazil tax legislation and the current status of similar tax cases involving unrelated taxpayers, we believe we have recorded adequate loss contingency reserves sufficient to cover our estimate of probable losses, which are immaterial.

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We do not believe that any of these contingent liabilities will have a material adverse impact on our business or financial condition, results of operations and cash flows.

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Business Segments

6 unchanged sentences

For a description of our business segments, see Note 1 to the Condensed Consolidated Financial Statements.

Segment information for the three and nine months ended September 30, 2025 and 2024 was as follows:

Segment information for the three months ended March 31, 2026 and 2025 was as follows:

Phosphate Potash Mosaic Fertilizantes Corporate, Eliminations and Other (a)

Three months ended September 30, 2025

Net sales to external customers $ 1,046.7 $ 698.8 $ 1,592.2 $ 114.4 $ 3,452.1

Intersegment net sales 243.5 ( 4.0 ) — ( 239.5 ) —

Net sales 1,290.2 694.8 1,592.2 ( 125.1 ) 3,452.1

Cost of goods sold (b)

1,146.3 458.9 1,409.8 ( 115.2 ) 2,899.8

Gross margin 143.9 235.9 182.4 ( 9.9 ) 552.3

Canadian resource taxes — 86.8 — — 86.8

Gross margin (excluding Canadian resource taxes) 143.9 322.7 182.4 ( 9.9 ) 639.1

Selling, general and administrative (c)

9.6 6.5 32.0 77.4 125.5

Other operating expenses (d)

32.0 0.7 54.3 — 87.0

Operating earnings (loss) 102.3 228.7 96.1 ( 87.3 ) 339.8

Capital expenditures 220.8 71.8 70.5 1.3 364.4

Depreciation, depletion and amortization expense 129.0 92.6 45.9 9.5 277.0

Three months ended September 30, 2024

Net sales to external customers $ 776.7 $ 521.7 $ 1,399.2 $ 113.3 $ 2,810.9

Intersegment net sales 228.6 4.0 — ( 232.6 ) —

Net sales 1,005.3 525.7 1,399.2 ( 119.3 ) 2,810.9

Cost of goods sold (b)

863.0 403.8 1,271.4 ( 144.1 ) 2,394.1

Gross margin 142.3 121.9 127.9 24.7 416.8

Canadian resource taxes — 44.5 — — 44.5

Gross margin (excluding Canadian resource taxes) 142.3 166.4 127.9 24.7 461.3

Selling, general and administrative (c)

11.6 7.2 61.5 67.9 148.2

Other operating expenses (d)

123.1 5.4 10.2 14.5 153.2

Operating earnings (loss) 7.6 109.3 56.1 ( 57.6 ) 115.4

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Capital expenditures 126.5 61.2 51.6 1.5 240.8

Depreciation, depletion and amortization expense 117.7 68.4 39.9 11.9 237.9

Nine months ended September 30, 2025

Three months ended March 31, 2026

Net sales to external customers $ 1,211.8 $ 671.4 $ 937.1 $ 177.7 $ 2,998.0

8 unchanged sentences

12.9 8.6 36.1 78.3 135.9

Loss on assets to be sold — — 232.6 — 232.6

Other operating expenses (d)

3 unchanged sentences

Depreciation, depletion and amortization expense 151.0 89.8 65.9 9.9 316.6

Nine months ended September 30, 2024

Three months ended March 31, 2025

Net sales to external customers $ 964.8 $ 570.2 $ 933.8 $ 152.1 $ 2,620.9

13 unchanged sentences

Depreciation, depletion and amortization expense 113.2 81.0 38.1 10.7 243.0

Total Assets (e)

As of September 30, 2025 $ 9,798.8 $ 6,677.2 $ 5,285.7 $ 2,905.8 $ 24,667.5

As of March 31, 2026 $ 10,200.7 $ 6,464.9 $ 4,725.0 $ 3,177.9 $ 24,568.5

As of December 31, 2025 10,239.0 6,610.6 4,618.5 3,012.0 24,480.1

1 unchanged sentence

(a) The “Corporate, Eliminations and Other” category includes the results of our ancillary distribution operations in India and China.

For the three and nine months ended September 30, 2025, distribution operations in India and China collectively had revenue of $ 112.4 million and $ 392.3 million, respectively, and gross margin of $ 13.2 million and $ 53.2 million, respectively.

For the three and nine months ended September 30, 2024, distribution operations in India and China collectively had revenue of $ 111.1 million and $ 361.2 million, respectively, and gross margin of $ 15.9 million and $ 25.9 million, respectively.

For the three months ended March 31, 2026, distribution operations in India and China collectively had revenue of $ 177.0 million and gross margin

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

of $ 21.4 million.

For the three months ended March 31, 2025, distribution operations in India and China collectively had revenue of $ 147.4 million and gross margin of $ 20.3 million.

These operations do not meet the quantitative thresholds for determining reportable segments.

3 unchanged sentences

(1) AROs, (2) environmental and legal reserves, (3) idle facility costs, (4) insurance reimbursements, and (5) gain/loss on sale or disposal of fixed assets.

(e) In 2025, the information about segment assets regularly provided to and reviewed by our CODM was revised to no longer include intercompany assets and segment cash, and to include an allocation of certain fixed assets from Corporate to the Phosphate and Potash segments.

As a result, the December 31, 2024 balances have been recast to reflect these changes .

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

In the first quarter of 2026, this specifically includes expenses such as contract terminations, impairment of property, plant and equipment, inventory write-offs and severance costs as a result of the decision to divest of the Araxá mining and chemical complex and idle the related mining activities at the Patrocínio complex in Brazil.

Financial information relating to our operations by geographic area is as follows:

Three Months Ended

September 30, Nine Months Ended

September 30,

(in millions) 2026 2025

Net sales (a) :

Net sales (a)(b) :

Brazil 924.7 $ 907.0

368.0 217.3 901.8 660.1

China 91.4 149.7 349.0 386.5

Canada 405.4 340.5

Japan 34.8 33.7 90.7 103.1

Paraguay 48.1 58.1 109.8 140.0

Argentina 70.8 28.4 135.2 69.9

Australia 22.8 21.1 44.4 38.0

Colombia 9.7 23.8 65.4 82.4

Dominican Republic 7.8 6.2 17.4 10.2

Mexico 17.6 9.8 23.7 39.4

India 21.9 31.3 34.6 50.5

Peru 17.5 20.2 61.7 39.2

Honduras 6.6 7.7 22.5 21.4

Other 15.3 30.9 49.9 54.6

Total international countries 2,323.1 2,057.2 5,761.4 5,294.2

Other foreign countries 485.9 310.6

Total international sales 1,816.0 1,558.1

United States 1,182.0 1,062.8

2 unchanged sentences

(a) Revenues are attributed to countries based on location of customer.

(b) Canpotex sales to the ultimate third-party customers are made to customers in various countries.

(b) Sales to Canpotex were $ 315.2 million and $ 215.5 million for the three months ended March 31, 2026 and 2025, respectively.

Canpotex sales to the ultimate third-party customers are made to customers in various countries.

The countries with the largest portion of third-party customer sales are Brazil, China, India and Indonesia.

1 unchanged sentence

Three Months Ended

September 30, Nine Months Ended

September 30,

(in millions) 2026 2025

4 unchanged sentences

Performance Products (a)

729.6 620.5 1,986.2 1,602.0

Phosphate Rock 29.0 119.9

1 unchanged sentence

____________________________________________

(a) Includes sales of MicroEssentials ® , K-Mag ® and Aspire ® .

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Assets Held for Sale and Idle Facilities

Assets Held for Sale

On August 12, 2025, we entered into an agreement to sell our interest in the Taquari potash mine in Brazil that was acquired as part of the Acquisition, for proceeds of up to $ 27 million.

During the three months ended September 30, 2025, an impairment loss of approximately $ 73 million and is included in Other Operating Expense in our Condensed Consolidated Statement of Earnings.

The fair value used to determine the impairment loss was based on the expected proceeds described in the agreement (a level three fair value measurement as it is subject to working capital adjustments).

The related assets and liabilities are considered held for sale and included in Other Current Assets and Other Current Liabilities, respectively on the Condensed Consolidated Balance Sheet at September 30, 2025.

The sale was completed on November 3, 2025.

After quarter-end, on October 3, 2025, we completed the sale of our idled Patos de Minas phosphate mining unit in Brazil.

Under terms of the agreement, we will receive $ 111 million, with $ 51 million received at closing and the balance of the purchase price to be paid in installments over the next four years.

The related assets are considered held for sale and included in other current assets and other current liabilities on the Condensed Consolidated Balance Sheet at September 30, 2025.

There was no impairment loss recorded on these assets due to an anticipated gain on the transaction.

During March 2026, we committed to a plan to divest of our Araxá mining and chemical complex in Brazil and classified the disposal group as held for sale.

As part of our ongoing portfolio optimization efforts, we determined that divesting the Araxa complex would allow us to focus capital and resources on higher-return opportunities within our global phosphate operations.

We expect to complete the sale within the next 12 months.

Upon classification, we measured the disposal group at the lower of carrying value or fair value less costs to sell, resulting in an impairment charge of approximately $ 233 million recorded in other operating expense in the Condensed Consolidated Statements of Earnings (Loss).

The Araxá disposal group is included in the Mosaic Fertilizantes reportable segment.

The fair value of the Araxá disposal group was determined based on market participant assumptions, including indicative pricing received from potential buyers.

The fair value measurement is classified as Level 3 within the fair value hierarchy due to the use of significant unobservable inputs, including the expected sales prices and estimates costs to sell.

Subsequent changes to the fair value or to significant assumptions underlying the measurement may result in further adjustments to the recognized impairment.

On December 19, 2025, we entered into an agreement to sell our Carlsbad potash mine in New Mexico for $ 20 million, subject to adjustment, along with a deferred payment of $ 10 million payable in three installments from 2029 to 2031.

The decision to divest Carlsbad supports our strategic focus on our core potash assets in Canada.

The disposal group was classified as held for sale as of December 31, 2025.

During the first quarter of 2026, the expected net sales price was adjusted to $ 5 million based on working capital settlements and the present value of the deferred payment component.

The Carlsbad disposal group is included in the Potash reportable segment.

The fair value of the Carlsbad disposal group was determined based on the terms of the sale agreement.

The fair value measurement is classified as Level 3 within the fair value hierarchy due to the use of significant unobservable inputs.

The transaction closed subsequent to quarter end on April 30, 2026 and we received cash proceeds of approximately $ 2 million.

The carrying amounts of the Carlsbad assets held for sale, valuation allowance and liabilities held for sale as of March 31, 2026, did not change materially from the amounts presented at December 31, 2025.

The carrying amounts of the major classes of assets and liabilities of the Araxá and Carlsbad disposal groups classified as held for sale were as follows:

(in millions)

Assets March 31, 2026 December 31, 2025

Accounts receivable, net $ 4.5 $ 15.7

Inventories, net 44.8 44.5

Other assets 9.7 14.2

Property, plant and equipment, net 517.8 184.1

Valuation allowance on assets held for sale ( 417.6 ) ( 185.0 )

Current assets held for sale $ 159.2 $ 73.5

Accounts payable and accrued expenses $ 28.6 $ 14.3

Deferred tax liability 20.2 20.2

Asset retirement obligations 85.4 20.8

Current liabilities held for sale $ 134.2 $ 55.3

Idle Facilities

During March 2026, in connection with the decision to divest the Araxá mining and chemical complex in Brazil and to idle the facility, we also announced plans to idle the related mining activities at the Patrocínio complex in Brazil for the foreseeable

THE MOSAIC COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The mine will be placed in care and maintenance mode, employing minimal staff while we continue to evaluate strategic alternatives, including exploration activities related to other minerals such as niobium.

The decision to idle Patrocínio resulted in accelerated depreciation of approximately $ 26 million.

For actions to idle the facilities, we recorded pre‑tax charges totaling approximately $ 159 million during the three months ended March 31, 2026, recorded in other operating expense in the Condensed Consolidated Statements of Earnings (Loss).

These charges consisted of approximately $ 72 million for the termination of contracts exited in March 2026, $ 56 million for impairment of property, plant and equipment, $ 21 million for write‑off of inventory and other costs and $ 10 million for severance and other employee costs.

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