What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-05 compared with 2025-08-06 · 211 added, 213 removed, 245 unchanged (63% of the section changed)

4 unchanged sentences

Results of Operations

The following table shows the results of operations for the three and six months ended June 30, 2025 and June 30, 2024:

Three months ended Six months ended

June 30, 2025-2024 June 30, 2025-2024

The following table shows the results of operations for the three and nine months ended September 30, 2025 and September 30, 2024:

Three months ended Nine months ended

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

(in millions, except per share data) 2025 2024 Change Percent 2025 2024 Change Percent

4 unchanged sentences

Selling, general and administrative expenses 125.5 148.2 (22.7) (15) % 415.3 383.4 31.9 8 %

Other operating expense 107.0 32.3 74.7 NM 134.3 151.8 (17.5) (12) %

Other operating expense 87.0 153.2 (66.2) (43) % 221.3 305.0 (83.7) (27) %

Operating earnings 339.8 115.4 224.4 194 % 922.7 521.6 401.1 77 %

Interest expense, net (45.6) (41.7) (3.9) 9 % (139.3) (136.1) (3.2) 2 %

Foreign currency transaction gain (loss) 169.4 (267.9) 437.3 NM 302.5 (368.2) 670.7 (182) %

Foreign currency transaction gain (loss) (1.2) 100.9 (102.1) NM 301.3 (267.3) 568.6 NM

Other income (expense) 306.3 (0.4) 306.7 NM 391.7 6.8 384.9 NM

Earnings (loss) from consolidated companies before income taxes 564.3 (74.4) 638.7 NM 877.1 (49.2) 926.3 NM

Provision for income taxes 146.0 98.7 47.3 48 % 209.3 104.9 104.4 100 %

Earnings from consolidated companies before income taxes 599.3 174.2 425.1 NM 1,476.4 125.0 1,351.4 NM

Provision for income taxes 175.5 48.0 127.5 NM 384.8 152.9 231.9 152 %

Earnings (loss) from consolidated companies 423.8 126.2 297.6 NM 1,091.6 (27.9) 1,119.5 NM

Equity in net earnings of nonconsolidated companies 0.3 4.5 (4.2) (93) % 2.2 64.2 (62.0) (97) %

Net earnings (loss) including noncontrolling interests 419.7 (150.9) 570.6 NM 669.7 (94.4) 764.1 NM

Net earnings including noncontrolling interests 424.1 130.7 293.4 NM 1,093.8 36.3 1,057.5 NM

Net earnings attributable to noncontrolling interests 12.7 8.5 4.2 49 % 33.6 30.4 3.2 11 %

Net earnings (loss) attributable to Mosaic $ 410.7 $ (161.5) $ 572.2 NM $ 648.8 $ (116.3) $ 765.1 NM

Diluted net earnings (loss) per share attributable to Mosaic $ 1.29 $ (0.50) $ 1.79 NM $ 2.04 $ (0.36) $ 2.40 NM

Net earnings attributable to Mosaic $ 411.4 $ 122.2 $ 289.2 NM $ 1,060.2 $ 5.9 $ 1,054.3 NM

Diluted net earnings per share attributable to Mosaic $ 1.29 $ 0.38 $ 0.91 NM $ 3.33 $ 0.02 $ 3.31 NM

Diluted weighted average number of shares outstanding 319.4 319.4 318.8 321.6

Overview of Consolidated Results for the three months ended June 30, 2025 and 2024

For the three months ended June 30, 2025, Mosaic had net income of $410.7 million, or $1.29 per diluted share, compared to a net loss of $(161.5) million, or $(0.50) per diluted share, for the prior year period.

Gross margin for the three months ended June 30, 2025 increased 32% compared to the same period of the prior year, primarily driven by higher average selling prices

across all segments, reflecting strong market dynamics and cost efficiencies in our Mosaic Fertilizantes segment as discussed further below.

Net income for the three months ended June 30, 2025 was favorably impacted by a foreign currency transaction gain of $169.4 million, compared to a foreign currency transaction loss of $267.9 million in the prior year period.

Net income also benefited from an unrealized mark-to-market gain of $216 million on the investment in Ma’aden shares, included in other income (expense).

Overview of Consolidated Results for the three months ended September 30, 2025 and 2024

For the three months ended September 30, 2025, Mosaic had net income of $411.4 million, or $1.29 per diluted share, compared to net income of $122.2 million, or $0.38 per diluted share, for the prior year period.

Gross margin for the three months ended September 30, 2025 increased 33% compared to the same period of the prior year, primarily driven by higher average selling prices across all segments, reflecting strong market dynamics.

Net income benefited from an unrealized mark-to-market gain of $308 million on the investment in Ma’aden shares, included in other income (expense).

We did not hold this investment in the prior year period.

1 unchanged sentence

Certain of these factors are discussed in more detail in the following sections of this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

In our Phosphate segment, we reported an operating loss for the three months ended June 30, 2025 of $(8) million compared to operating earnings of $133 million in the prior year period.

The decline was driven by increased provisions for water treatment costs and an increase to asset retirement obligations for closed facilities based on approved permitting for injection wells, which more than offset the benefit of improved pricing.

Higher average selling prices in the current year were supported by tight global supply conditions, including low inventory levels and export restrictions from China.

Additionally, selling prices in the current year period were influenced by higher sulfur and ammonia costs, which are driven by global supply and demand.

Extended planned downtime for maintenance turnarounds unfavorably impacted sales volumes in the current year period.

Higher unit conversion and raw material costs further reduced operating results in the current year period.

In our Potash segment, operating earnings for the three months ended June 30, 2025 were $194 million, compared to $174 million in the prior year.

Operating results benefited from higher average selling prices in the current year period.

In our Phosphate segment, operating earnings for the three months ended September 30, 2025 were $102 million compared to $8 million in the prior year period.

Operating results benefited from higher average selling prices and sales volumes in the current year period.

Prices were supported by tight global supply conditions, including low inventory levels in the market and export restrictions from China.

Increased sales volumes were driven by a strong "summer fill" sales program in North America.

The current period operating results were unfavorably impacted by higher sulfur costs, which are driven by global supply and demand, and higher unit conversion costs.

In our Potash segment, operating earnings for the three months ended September 30, 2025 were $229 million, compared to $109 million in the prior year.

Operating results benefited from higher average selling prices and sales volumes in the current year period.

Prices have improved due to tight global supply conditions and continued strength in international demand.

Sales volumes in the current year period were consistent with the prior year, though the sales mix shifted toward international markets.

Production volumes in the current year period were lower due to the timing of our annual maintenance turnaround at our Esterhazy, Saskatchewan facility.

In our Mosaic Fertilizantes segment, operating earnings for the three months ended June 30, 2025 were $109 million, compared to $61 million in the prior year.

volumes in the current year period also benefited from strong international demand.

Production volumes in the current year period were higher as our annual maintenance turnaround at our Esterhazy, Saskatchewan facility was completed earlier in the year and the prior year also suffered from unplanned downtime.

In our Mosaic Fertilizantes segment, operating earnings for the three months ended September 30, 2025 were $96 million, compared to $56 million in the prior year.

In the current year period, operating results reflect higher average selling prices driven by a favorable global pricing environment.

We also benefited from production efficiency gains in our mining operations, which resulted in lower rock and conversion costs.

Sales volumes were consistent with volumes in the prior year period.

In July 2025, we opened a new blending facility in Palmeirante, Tocantins, Brazil, with a capacity to process one million tonnes of fertilizer annually, and approximately 500,000 tonnes in 2025.

We expect the Palmeirante facility to be a key contributor to Mosaic's growth plans in Brazil.

Corporate, Eliminations and Other had an operating loss of $(51) million for the three months ended June 30, 2025, compared to a loss of $(135) million in the prior year.

Sales volumes were down slightly in the current year period.

The current year period also reflects a $27 million recovery of customer receivables versus a $32 million bad debt expense in the prior year period.

During the current year period, we entered into an agreement to sell our interest in the entity that operates the Taquari potash mine in Brazil.

Operating results were negatively impacted by an impairment loss of approximately $73 million related to this transaction.

Corporate, Eliminations and Other had an operating loss of $(87) million for the three months ended September 30, 2025, compared to a loss of $(58) million in the prior year.

Corporate, Eliminations and Other includes the results of the China and India distribution businesses, intersegment eliminations, including profit on intersegment sales, unrealized mark-to-market gains and unrealized losses on derivatives and debt expenses.

Overview of Consolidated Results for the six months ended June 30, 2025 and 2024

Net income attributable to Mosaic for the six months ended June 30, 2025 was $648.8 million, or $2.04 per diluted share, compared to a net loss of $(116.3) million, or $(0.36) per diluted share, for the same period a year ago.

Gross margin for the three months ended June 30, 2025 increased 27% compared to the same period of the prior year.

Subsequent to quarter-end, on October 3, 2025, we completed the sale of our idled Patos de Minas phosphate mining unit in Brazil for $111 million, with $51 million paid at closing and the balance of the purchase price to be paid in installments over the next four years.

On November 3, 2025, we completed the sale of our interest in the Taquari potash mine in Brazil for proceeds of up to $27 million, with $12 million received at closing.

Overview of Consolidated Results for the nine months ended September 30, 2025 and 2024

Net income attributable to Mosaic for the nine months ended September 30, 2025 was $1,060.2 million, or $3.33 per diluted share, compared to a net loss of $5.9 million, or $0.02 per diluted share, for the same period a year ago.

Gross margin for the three months ended September 30, 2025 increased 29% compared to the same period of the prior year.

This result was primarily driven by higher average selling pricing across all segments, reflecting strong market dynamics, as well as cost efficiencies in our Mosaic Fertilizantes segment as discussed further below.

Net income for the six months ended June 30, 2025 was favorably impacted by a foreign currency transaction gain of $302.5 million, compared to a loss of $(368.2) million in the prior year period.

Net income for the nine months ended September 30, 2025 was favorably impacted by a foreign currency transaction gain of $301.3 million, compared to a loss of $(267.3) million in the prior year period.

Net income also benefited from an unrealized mark-to-market gain of $407 million on the investment in Ma’aden shares, included in other income (expense).

We did not hold this investment in the prior year period.

Results for the six months ended June 30, 2025 reflected the factors discussed above in the discussion for the three months ended June 30, 2025, in addition to those noted below.

Results for the nine months ended September 30, 2025 reflected the factors discussed above in the discussion for the three months ended September 30, 2025, in addition to those noted below.

Certain of these factors are discussed in more detail in the following sections of this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Operating results in our Phosphate segment for the six months ended June 30, 2025 declined from the prior year.

Higher input costs, notably sulfur, as well as higher unit conversion and maintenance turnaround expenses contributed to lower segment

earnings in the current year period compared to the prior year period.

Additionally, sales volumes were negatively impacted by planned downtime associated with the maintenance turnarounds.

Operating results benefited from higher average selling prices for the six month period of the current year as prices continued the upward trend that began in the third quarter of 2023.

This pricing strength reflects robust global demand and low inventory levels, which have supported favorable market conditions.

Operating results in our Potash segment for the six months ended June 30, 2025 were slightly lower than the prior year driven by higher production costs.

This impact was partially offset by higher average selling prices in the current year period due to improved global markets.

For the six months ended June 30, 2025, operating results in our Mosaic Fertilizantes segment were significantly more favorable compared to the same period in the prior year.

Operating results in our Phosphate segment for the nine months ended September 30, 2025 improved from the prior year, benefitting from higher average selling prices.

Prices continued the upward trend that began in the third quarter of 2023, reflecting robust global demand and low inventory levels, which have supported favorable market conditions.

Segment earnings were adversely affected by higher input costs, notably sulfur, as well as higher unit conversion and maintenance turnaround expenses, compared to the prior year period.

Additionally, sales volumes declined as a result of planned downtime associated with the maintenance turnarounds.

Operating results in our Potash segment for the nine months ended September 30, 2025 were higher than the prior year, driven by higher average selling prices in the current year period due to improved global markets.

Current year sales volumes also benefitted from strength in international demand.

These impacts were partially offset by higher production costs, which unfavorably impacted operating results compared to the prior year period.

For the nine months ended September 30, 2025, operating results in our Mosaic Fertilizantes segment were more favorable compared to the same period in the prior year.

The year-over-year performance reflects a favorable global pricing environment driven by the tight global supply.

This benefit was partially offset by the impact of higher purchased product costs for resale.

Additionally, sales volumes increased compared to the prior year underscoring strong market demand and effective commercial execution.

Corporate, Eliminations and Other had an operating loss of $(107) million for the six months ended June 30, 2025 compared to a loss of $(243) million in the prior year.

Corporate, Eliminations and Other had an operating loss of $(194) million for the nine months ended September 30, 2025 compared to a loss of $(300) million in the prior year.

1 unchanged sentence

The following table summarizes the Phosphate segment’s net sales, gross margin, sales volume, selling prices and raw material prices:

Three months ended Six months ended

June 30, 2025-2024 June 30, 2025-2024

Three months ended Nine months ended

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

(in millions, except price per tonne or unit)

1 unchanged sentence

North America $ 1,088.5 $ 814.9 $ 273.6 34 % $ 3,047.0 $ 2,840.5 $ 206.5 7 %

$ 999.6 $ 1,009.8 $ (10.2) (1) % $ 1,958.5 $ 2,025.6 $ (67.1) (3) %

International 201.7 190.4 11.3 6 % 514.8 513.0 1.8 0 %

173.4 169.7 3.7 2 % 313.1 322.6 (9.5) (3) %

1,173.0 1,179.5 (6.5) (1) % 2,271.6 2,348.2 (76.6) (3) %

Total 1,290.2 1,005.3 284.9 28 % 3,561.8 3,353.5 208.3 6 %

Cost of goods sold 1,146.3 863.0 283.3 33 % 3,147.6 2,898.1 249.5 9 %

2 unchanged sentences

Sales volumes (a) (in thousands of metric tonnes)

711 828 (117) (14) % 1,557 1,728 (171) (10) %

DAP/MAP 760 656 104 16 % 2,317 2,384 (67) (3) %

Performance and Other (b)

1 unchanged sentence

Total finished product tonnes 1,571 1,475 96 7 % 4,615 4,815 (200) (4) %

309 421 (112) (27) % 759 904 (145) (16) %

Rock 539 412 127 31 % 1,298 1,316 (18) (1) %

Total Phosphate Segment Tonnes (a)

6 unchanged sentences

Ammonia (metric tonne) $ 455 $ 482 $ (27) (6) % $ 444 $ 436 $ 8 2 %

$ 445 $ 424 $ 21 5 % $ 430 $ 415 $ 15 4 %

Sulfur (long ton) $ 272 $ 126 $ 146 116 % $ 220 $ 135 $ 85 63 %

$ 209 $ 138 $ 71 51 % $ 184 $ 136 $ 48 35 %

Blended rock (metric tonne) $ 80 $ 87 $ (7) (8) % $ 78 $ 85 $ (7) (8) %

$ 74 $ 86 $ (12) (14) % $ 76 $ 84 $ (8) (10) %

Production volume (in thousands of metric tonnes) - North America 1,678 1,625 53 3 % 4,606 4,877 (271) (6) %

5 unchanged sentences

The prior year amount has been recast to exclude revenue from other non-finished goods.

Three months ended June 30, 2025 and June 30, 2024

The Phosphate segment’s net sales were $1,173.0 million for the three months ended June 30, 2025, compared to $1,179.5 million for the three months ended June 30, 2024.

The slight year-over-year decline reflects an impact of approximately $80 million from lower finished goods sales volumes along with approximately $30 million in lower freight and other product revenue and a $20 million decrease in sales volumes of rock.

These impacts were largely offset by higher average finished goods sales prices which had a favorable impact on net sales of approximately $130 million, compared to the prior year period.

Our average finished product selling price increased 15% to $665 per tonne for the three months ended June 30, 2025, compared to $578 per tonne in the prior year period, due to the factors discussed in the Overview.

The Phosphate segment’s sales volumes of finished products decreased to 1.5 million for the three months ended June 30, 2025, compared to 1.7 million in the prior year period.

The segment had lower available tonnes to process in the current quarter due to the lower production discussed in the Overview.

Gross margin for the Phosphate segment decreased to $103.0 million for the three months ended June 30, 2025, from $153.7 million for the three months ended June 30, 2024.

Gross margin in the current year period was unfavorably impacted by higher sulfur and ammonia costs of approximately $50 million, higher costs for maintenance turnarounds of approximately $50 million, higher conversion costs of approximately $40 million and lower finished goods sales volumes of approximately $15 million.

In addition, $25 million in other plant-related costs and lower rock sales volumes of $20 million reduced gross margin.

These changes were partially offset by the benefited from stronger average selling prices in the current year period which impacted gross margin by approximately $130 million and lower blended rock costs of approximately $30 million compared to the prior year period.

The average consumed price for ammonia for our North America operations increased 5%, to $445 per tonne, for the three months ended June 30, 2025, from $424 in the same period a year ago.

The average consumed sulfur price for our North America operations increased 51%, to $209 per long ton, for the three months ended June 30, 2025, from $138 in the same period a year ago.

Three months ended September 30, 2025 and September 30, 2024

The Phosphate segment’s net sales were $1.3 billion for the three months ended September 30, 2025, compared to $1.0 billion for the three months ended September 30, 2024.

The year-over-year increase was primarily driven by higher average finished goods sales prices, which contributed approximately $210 million to net sales compared to the prior year period.

Additionally, increased sales volumes added approximately $55 million, while freight and other product revenues contributed $20 million, compared to the prior-year period.

Our average finished product selling price increased 23% to $712 per tonne for the three months ended September 30, 2025, compared to $579 per tonne in the prior year period, due to the factors discussed in the Overview.

The Phosphate segment’s sales volumes of finished products increased to 1.6 million for the three months ended September 30, 2025, compared to 1.5 million in the prior year period.

Gross margin for the Phosphate segment increased to $143.9 million for the three months ended September 30, 2025, from $142.3 million for the three months ended September 30, 2024.

Gross margin in the current year period benefitted from higher average selling prices, which had a favorable impact of approximately $210 million compared to the prior year.

In addition, higher finished goods sales volumes had a favorable impact of approximately $10 million and higher sales volumes of rock and other products had a favorable impact of approximately $20 million in the current year period.

These benefits were mostly offset by higher raw material costs, primarily sulfur, of approximately $70 million and higher conversion costs of approximately $40 million, compared to the prior year period.

Higher plant related costs and freight and vessel costs of approximately $55 million also unfavorably impacted gross margin.

Additionally, current year results were also unfavorably impacted by higher costs for maintenance turnarounds of approximately $35 million, higher water costs of approximately $20 million and land reclamation costs of approximately $15 million.

The average consumed price for ammonia for our North America operations decreased 6%, to $455 per tonne, for the three months ended September 30, 2025, from $482 in the same period a year ago.

The average consumed sulfur price for our North America operations increased 116%, to $272 per long ton, for the three months ended September 30, 2025, from $126 in the same period a year ago.

The purchase prices of these raw materials are driven by global supply and demand.

The consumed ammonia and sulfur prices also include transportation, transformation and storage costs.

The average consumed cost of purchased and produced phosphate rock decreased to $74 per tonne for the three months ended June 30, 2025, from $86 per tonne for the three months ended June 30, 2024.

For the three months ended June 30, 2025 our North America phosphate rock production was 2.7 million tonnes, compared to 2.4 million in the prior year period.

The Phosphate segment’s production of crop nutrient dry concentrates and animal feed ingredients decreased 10% for the three months ended June 30, 2025 from the prior year period due to planned maintenance downtime in the current year period.

This resulted in an operating rate for processed phosphate production of 61% for the three months ended June 30, 2025, down from 68% for the same period in 2024.

Six months ended June 30, 2025 and June 30, 2024

The Phosphate segment’s net sales were $2,271.6 million for the six months ended June 30, 2025, compared to $2,348.2 million for the six months ended June 30, 2024.

Net sales were impacted by lower finished goods sales volumes which reduced net sales by approximately $170 million.

In addition, lower rock sales prices and volumes had an unfavorable impact of approximately $40 million compared to the prior year period.

These impacts were partially offset by approximately $190 million due to higher finished product selling prices in the current period.

Our average finished product selling price was $649 per tonne for the six months ended June 30, 2025, an increase of $63 per tonne from the same period a year ago, due to the factors discussed in the Overview.

The Phosphate segment’s sales volumes of finished products decreased by 9% for the six months ended June 30, 2025, compared to the same period in the prior year due to the impact of planned maintenance and turnaround activity.

Gross margin for the Phosphate segment decreased to $270.3 million for the six months ended June 30, 2025, from $313.1 million for the six months ended June 30, 2024.

The year over year decline was driven by higher raw material costs, notably sulfur, which reduced gross margin by approximately $70 million, and higher conversion costs of approximately $65 million.

Lower finished goods and rock sales volumes unfavorably impacted gross margin by approximately $45 million.

Additionally, current period gross margin was reduced by approximately $40 million related to maintenance turnarounds, $35 million in higher plant costs and increased freight costs of approximately $10 million.

These impacts were partially offset by favorable impacts from higher finished goods sales prices of approximately $190 million and lower blended rock costs of approximately $40 million.

The average consumed price for ammonia for our North America operations was $430 per tonne for the six months ended June 30, 2025, compared to $415 per tonne in the same period a year ago.

The average consumed price for sulfur for our North America operations increased to $184 per long ton for the six months ended June 30, 2025, from $136 per long ton in the same period a year ago.

The average consumed cost of purchased and produced phosphate rock decreased to $80 per tonne for the three months ended September 30, 2025, from $87 per tonne for the three months ended September 30, 2024.

For the three months ended September 30, 2025 and 2024, our North America phosphate rock production was 2.2 million tonnes.

The Phosphate segment’s production of crop nutrient dry concentrates and animal feed ingredients increased 3% for the three months ended September 30, 2025 from the prior year period.

This resulted in an operating rate for processed phosphate production of 68% for the three months ended September 30, 2025, up from 66% for the same period in 2024.

Nine months ended September 30, 2025 and September 30, 2024

The Phosphate segment’s net sales were $3.6 billion for the nine months ended September 30, 2025, compared to $3.4 billion for the nine months ended September 30, 2024.

The year-over-year increase was driven by higher average finished goods sales prices, which contributed approximately $400 million to net sales compared to the prior year period.

This benefit was partially offset by lower sales volumes, which resulted in an unfavorable impact of approximately $110 million.

Additionally, lower rock sales volumes and freight and other product revenue had an unfavorable impact of approximately $75 million compared to the prior year period.

Our average finished product selling price was $670 per tonne for the nine months ended September 30, 2025, an increase of $87 per tonne from the same period a year ago, due to the factors discussed in the Overview.

The Phosphate segment’s sales volumes of finished products decreased by 4% for the nine months ended September 30, 2025, compared to the same period in the prior year due to the impact of planned maintenance and turnaround activity.

Gross margin for the Phosphate segment decreased to $414.2 million for the nine months ended September 30, 2025, from $455.4 million for the nine months ended September 30, 2024.

The decrease was primarily driven by unfavorable cost impacts, including approximately $160 million from higher sulfur and ammonia input costs, and approximately $100 million from higher conversion costs compared to the prior year period.

Extended maintenance turnarounds further reduced gross margin by approximately $70 million.

Gross margin was also unfavorably impacted by higher plant-related costs of approximately $90 million, higher water treatment costs of approximately $40 million and higher land reclamation costs of approximately $30 million.

Additionally, lower finished goods and rock sales volumes unfavorably impacted gross margin by approximately $10 million.

These impacts were partially offset by higher finished goods sales prices of approximately $400 million, lower blended rock costs of approximately $60 million.

The average consumed price for ammonia for our North America operations was $444 per tonne for the nine months ended September 30, 2025, compared to $436 per tonne in the same period a year ago.

The average consumed price for sulfur for our North America operations increased to $220 per long ton for the nine months ended September 30, 2025, from $135 per long ton in the same period a year ago.

The purchase prices of these raw materials are driven by global supply and demand.

The average consumed cost of purchased and produced phosphate rock decreased to $76 per tonne for the six months ended June 30, 2025, compared to $84 per tonne for the prior year period.

Our North America phosphate rock production increased to 5.1 million tonnes for the six months ended June 30, 2025, compared to 4.8 million for the six months ended June 30, 2024.

The Phosphate segment’s production of crop nutrient dry concentrates and animal feed ingredients decreased by 10%, to 2.9 million tonnes for the six months ended June 30, 2025, compared to 3.3 million tonnes in the prior year period due to planned maintenance downtime in the current year.

Our operating rate for processed phosphate production decreased to 59% for the six months ended June 30, 2025, from 68% for the same period in 2023.

The average consumed cost of purchased and produced phosphate rock decreased to $78 per tonne for the nine months ended September 30, 2025, compared to $85 per tonne for the prior year period.

Our North America phosphate rock production

increased to 7.2 million tonnes for the nine months ended September 30, 2025, compared to 7.0 million for the nine months ended September 30, 2024.

The Phosphate segment’s production of crop nutrient dry concentrates and animal feed ingredients decreased by 6%, to 4.6 million tonnes for the nine months ended September 30, 2025, compared to 4.9 million tonnes in the prior year period.

This decrease was due to planned maintenance downtime in the current year.

Our operating rate for processed phosphate production decreased to 62% for the nine months ended September 30, 2025, from 66% for the same period in 2023.

Potash Net Sales and Gross Margin

The following table summarizes the Potash segment’s net sales, gross margin, sales volume and selling price:

Three months ended Six months ended

June 30, 2025-2024 June 30, 2025-2024

Three months ended Nine months ended

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

(in millions, except price per tonne or unit)

1 unchanged sentence

North America $ 320.4 $ 284.1 $ 36.3 13 % $ 1,039.5 $ 1,128.3 $ (88.8) (8) %

$ 372.6 $ 434.3 $ (61.7) (14) % $ 719.1 $ 844.2 $ (125.1) (15) %

International 374.4 241.6 132.8 55 % 936.0 703.6 232.4 33 %

337.9 228.8 109.1 48 % 561.6 462.0 99.6 22 %

Total 694.8 525.7 169.1 32 % 1,975.5 1,831.9 143.6 8 %

3 unchanged sentences

Sales volume (a) (in thousands of metric tonnes)

2,122 2,113 9 0 % 4,069 4,040 29 1 %

MOP 2,110 1,775 335 19 % 6,179 5,815 364 6 %

Performance and Other (b)

11 unchanged sentences

The prior year amount has been recast to exclude revenue from non-finished goods.

Three months ended June 30, 2025 and June 30, 2024

The Potash segment’s net sales increased to $710.5 million for the three months ended June 30, 2025, compared to $663.1 million in the same period a year ago.

The increase was primarily due to higher average selling prices which favorably impacted net sales by approximately $80 million compared to the same period in the prior year.

This was partially offset by lower revenue for freight and other products of $30 million.

Our average finished product selling price was $274 per tonne for the three months ended June 30, 2025, compared to $240 per tonne for the same period a year ago, as a result of the factors described in the Overview.

The Potash segment’s sales volumes of finished products were 2.3 million tonnes for the three months ended June 30, 2025 and June 30, 2024.

Gross margin for the Potash segment increased to $209.4 million for the three months ended June 30, 2025, representing a 12% increase from $186.4 million in the prior year period.

The increase was primarily driven by higher selling prices, which

contributed $80 million and lower Canadian resources taxes of approximately $5 million, compared to the prior year period.

These benefits were partially offset by $35 million of higher conversion costs, and $15 million in increased idle and turnaround costs attributable to the timing of the annual maintenance turnaround at our Esterhazy, Saskatchewan mine in the current year.

Additionally, gross margin was unfavorably impacted by approximately $10 million due to lower freight rates and lower domestic sales volumes compared to the prior year.

We incurred $ 61.7 million in Canadian resource taxes for the three months ended June 30, 2025, compared to $66.8 million in the same period a year ago.

Canadian royalty expense increased to $10.5 million for the three months ended June 30, 2025, compared to $10.3 million for the three months ended June 30, 2024.

The fluctuations in Canadian resource taxes and royalties are a result of a decrease in our sales revenue and margins.

Our operating rate for potash production decreased to 73% for the three months ended June 30, 2025, from 78% for the same period in 2024 due to the annual maintenance turnaround at our Esterhazy mine mentioned above.

Six months ended June 30, 2025 and June 30, 2024

The Potash segment’s net sales were $1,280.7 million for the six months ended June 30, 2025, compared to $1,306.2 million in the same period a year ago.

The 2% decline was primarily driven by an approximate $40 million reduction in freight revenue, reflecting lower freight rates, and approximately $15 million of lower sales volumes.

This was partially offset by a $30 million benefit from higher average selling prices compared to the prior year period.

Our average potash selling price was $255 per tonne for the six months ended June 30, 2025, compared to $248 per tonne for the same period a year ago, due to the factors discussed above in the Overview.

The Potash segment’s sales volumes for the six months ended June 30, 2025 decreased 1% compared to the same period a year ago.

Gross margin for the Potash segment decreased to $378.0 million for the six months ended June 30, 2025, from $398.1 million for the same period in the prior year.

This decrease was primarily driven by higher conversion costs of approximately $40 million and higher turnaround and idle costs of approximately $10 million due to the timing of turnarounds.

Additionally, lower freight rates and reduced sales volumes negatively impacted gross margin by approximately $10 million, and $5 million, respectively, compared to the prior year period.

These reductions were partially offset by a $30 million benefit from higher average selling prices and $20 million of lower Canadian resource taxes and royalties in the current year period.

We incurred $109.0 million in Canadian resource taxes for the six months ended June 30, 2025, compared to $131.3 million in the same period a year ago.

Canadian royalty expense decreased to $19.3 million for the six months ended June 30, 2025, compared to $20.3 million for the six months ended June 30, 2024.

The fluctuations in Canadian resource taxes and royalties are due to the decreases in our sales revenues and margin.

Three months ended September 30, 2025 and September 30, 2024

The Potash segment’s net sales increased to $694.8 million for the three months ended September 30, 2025, compared to $525.7 million in the same period a year ago.

The increase was due to higher average selling prices and sales volumes, which favorably impacted net sales by approximately $100 million and $70 million, respectively, compared to the same period in the prior year.

Our average finished product selling price was $278 per tonne for the three months ended September 30, 2025, compared to $233 per tonne for the same period a year ago, as a result of the factors described in the Overview.

The Potash segment’s sales volumes of finished products were 2.3 million tonnes for the three months ended September 30, 2025 compared to 2.0 million tonnes for the same period a year ago, as a result of the factor described in the Overview.

Gross margin for the Potash segment increased to $235.9 million for the three months ended September 30, 2025, up from $121.9 million in the prior year period.

The increase was primarily driven by favorable finished goods pricing, which contributed approximately $100 million, and higher sales volumes, which contributed approximately $30 million, compared to

the same period in the prior year.

Additionally, gross margin benefited from lower freight rates of approximately $20 million, due to lower domestic sales volumes, and lower maintenance turnaround costs of approximately $10 million, compared to the prior year.

These benefits were partially offset by higher Canadian resources taxes of approximately $40 million, compared to the prior year period, as discussed further below.

We incurred $ 86.8 million in Canadian resource taxes for the three months ended September 30, 2025, compared to $44.5 million in the same period a year ago.

Canadian royalty expense increased to $12.4 million for the three months ended September 30, 2025, compared to $9.4 million for the three months ended September 30, 2024.

The fluctuations in Canadian resource taxes and royalties are a result of increases in our sales revenue and margins.

Our operating rate for potash production increased to 79% for the three months ended September 30, 2025, from 66% for the same period in 2024.

Prior year production was negatively impacted by electrical issues at our Esterhazy and Colonsay, Saskatchewan mines.

Nine months ended September 30, 2025 and September 30, 2024

The Potash segment’s net sales were $2.0 billion for the nine months ended September 30, 2025, compared to $1.8 billion in the same period a year ago.

Net sales in the current period benefited from higher average selling prices and sales volumes, which contributed approximately $125 million and $55 million, respectively, compared to the same period in the prior year.

This was partially offset by an approximate $40 million reduction in freight revenue, reflecting lower freight rates and lower domestic sales volumes in the current year period.

Our average potash selling price was $263 per tonne for the nine months ended September 30, 2025, compared to $244 per tonne for the same period a year ago, due to the factor discussed above in the Overview.

The Potash segment’s sales volumes for the nine months ended September 30, 2025 increased 4%, compared to the same period a year ago, due to the factor discussed above in the Overview.

Gross margin for the Potash segment increased to $613.9 million for the nine months ended September 30, 2025, up from $520.0 million for the same period last year.

This increase was largely attributable to higher average selling prices, which contributed approximately $125 million compared to the prior year period.

In addition, higher sales volumes contributed approximately $30 million compared to the prior year period.

These benefits were partially offset by higher costs which unfavorably impacted gross margin by approximately $50 million, and by higher Canadian resource taxes and royalties of approximately $20 million in the current year period.

We incurred $195.8 million in Canadian resource taxes for the nine months ended September 30, 2025, compared to $175.8 million in the same period a year ago.

Canadian royalty expense increased to $31.7 million for the nine months ended September 30, 2025, compared to $29.7 million for the nine months ended September 30, 2024.

The fluctuations in Canadian resource taxes and royalties are due to the increases in our sales revenues and margin.

Our operating rate was 77% for the current year period, compared to 75% in the prior year period.

Current year production was impacted by planned maintenance downtime during the first half of the year.

Mosaic Fertilizantes Net Sales and Gross Margin

The following table summarizes the Mosaic Fertilizantes segment’s net sales, gross margin, sales volume and selling price.

Three months ended Six months ended

June 30, 2025-2024 June 30, 2025-2024

Three months ended Nine months ended

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

(in millions, except price per tonne or unit)

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Potash produced in Brazil 75 100 (25) (25) % 156 166 (10) (6) %

51 34 17 50 % 81 66 15 23 %

Purchased nutrients for distribution 2,440 2,258 182 8 % 5,801 5,346 455 9 %

1,845 1,729 116 7 % 3,361 3,088 273 9 %

Total Mosaic Fertilizantes Segment Tonnes 2,803 2,879 (76) (3) % 6,882 6,790 92 1 %

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DAP/MAP from Mosaic 45 43 2 5 % 128 141 (13) (9) %

21 30 (9) (30) % 83 98 (15) (15) %

MicroEssentials ® from Mosaic

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Potash from Mosaic/Canpotex 919 682 237 35 % 1,781 1,776 5 — %

507 736 (229) (31) % 862 1,094 (232) (21) %

Average cost per unit consumed in cost of goods sold:

7 unchanged sentences

The prior year amount has been recast to exclude revenue from non-finished goods.

Three months ended June 30, 2025 and June 30, 2024

The Mosaic Fertilizantes segment’s net sales increased to $1,174.9 million for the three months ended June 30, 2025, from $1,048.9 million in the same period a year ago.

The $126.0 million increase in net sales was due to approximately $120 million of higher finished product sales prices, and $5 million of higher sales prices of other products, primarily gypsum.

Our average finished product selling price was $474 per tonne for the three months ended June 30, 2025, compared to $423 per tonne for the same period a year ago due to the factor discussed in the Overview.

The Mosaic Fertilizantes segment’s sales volumes of finished products increased 2% for the three months ended June 30, 2025, compared to the same period a year ago.

Gross margin for the Mosaic Fertilizantes segment increased to $161.7 million for the three months ended June 30, 2025, from $101.8 million in the same period of the previous year.

This increase was primarily driven by higher average selling prices during the current year period, which contributed approximately $125 million, and lower production costs, mainly rock costs, of

approximately $40 million.

These increases were partially offset by approximately $105 million of higher costs for distribution products.

The average consumed price for ammonia for our Brazilian operations decreased to $601 per tonne for the three months ended June 30, 2025, compared to $623 per tonne in the prior year period.

The average consumed sulfur price for our Brazilian operations increased to $270 per long ton for the three months ended June 30, 2025, compared to $174 per long ton in the prior year period.

Three months ended September 30, 2025 and September 30, 2024

The Mosaic Fertilizantes segment’s net sales increased to $1.6 billion for the three months ended September 30, 2025, from $1.4 billion during the same period of the prior year.

The $193.0 million increase in net sales was driven by approximately $190 million of higher finished product sales prices, partially offset by slightly lower sales volumes, which unfavorably impacted net sales by approximately $20 million.

Additionally, both higher sales prices and volumes of other products, primarily gypsum, contributed positively, adding approximately $20 million to net sales.

Our average finished product selling price was $518 per tonne for the three months ended September 30, 2025, compared to $447 per tonne for the same period a year ago due to the factor discussed in the Overview.

The Mosaic Fertilizantes segment’s sales volumes of finished products decreased 3% for the three months ended September 30, 2025, compared to the same period a year ago.

Gross margin for the Mosaic Fertilizantes segment increased to $182.4 million for the three months ended September 30, 2025, from $127.9 million in the same period of the previous year.

This increase was primarily driven by higher average selling prices during the current year period, which contributed approximately $190 million compared to the prior year period.

was partially offset by higher product costs of approximately $140 million in our distribution operations, along with a decrease in sales volumes, which reduced gross margin by approximately $25 million.

Additionally, foreign currency changes positively impacted gross margin by approximately $40 million in the current year period.

The average consumed price for ammonia for our Brazilian operations increased to $576 per tonne for the three months ended September 30, 2025, compared to $572 per tonne in the prior year period.

The average consumed sulfur price for our Brazilian operations increased to $325 per long ton for the three months ended September 30, 2025, compared to $170 per long ton in the prior year period.

The purchase prices of ammonia and sulfur are driven by global supply and demand, and also include transportation, transformation and storage costs.

The Mosaic Fertilizantes segment’s production of crop nutrient dry concentrates and animal feed ingredients increased 16% for the three months ended June 30, 2025, compared to the prior year period.

For the three months ended June 30, 2025, our phosphate operating rate increased to 84%, compared to 75% in the same period of the prior year.

For the three months ended June 30, 2025 and June 30, 2024, our Brazilian phosphate rock production was 1.0 million tonnes.

Six months ended June 30, 2025 and 2024

The Mosaic Fertilizantes segment’s net sales were $2,108.7 million for the six months ended June 30, 2025, compared to $1,935.3 million in the same period of the prior year.

The Mosaic Fertilizantes segment’s production of crop nutrient dry concentrates and animal feed ingredients increased 6% for the three months ended September 30, 2025, compared to the prior year period.

For the three months ended September 30, 2025, our phosphate operating rate increased to 84%, compared to 78% in the same period of the prior year.

For the three months ended September 30, 2025 and 2024, our Brazilian phosphate rock production was 1.1 million tonnes.

We are temporarily idling our Patrocínio mine in Brazil for the months of November and December due to elevated ore inventory levels.

Nine months ended September 30, 2025 and 2024

The Mosaic Fertilizantes segment’s net sales were $3.7 billion for the nine months ended September 30, 2025, compared to $3.3 billion in the same period of the prior year.

The current period's net sales benefited by approximately $290 million in higher average finished goods sales prices and by approximately $50 million of higher finished goods sales volumes for distribution, compared to the prior year period.

The average finished product selling price increased $24 per tonne, to $464 per tonne for the six months ended June 30, 2025, compared to $440 per tonne in the prior year period, primarily due to the continued improvement in global prices mentioned in the Overview and the mix of products sold.

The Mosaic Fertilizantes segment’s sales volume increased to 4.1 million tonnes for the six months ended June 30, 2025, from 3.9 million tonnes in the same period a year ago due to the factors discussed in the Overview.

Gross margin for the six months ended June 30, 2025 increased to $288.7 million from $177.0 million in the same period in the prior year.

This improvement was primarily driven by approximately $100 million in higher average selling prices and approximately $40 million in lower raw material costs, mainly rock costs, in the current year period compared to the prior year period.

These increases were partially offset by approximately $55 million of higher costs for distribution products.

Additionally, favorable foreign currency changes contributed approximately $30 million in the current year period.

Additionally, both higher sales prices and volumes of other products, primarily gypsum, contributed positively, adding approximately $30 million to net sales

The average finished product selling price increased $42 per tonne, to $486 per tonne for the nine months ended September 30, 2025, compared to $444 per tonne in the prior year period, primarily due to the continued improvement in global prices mentioned in the Overview and the mix of products sold.

The Mosaic Fertilizantes segment’s sales volume increased to 6.9 million tonnes for the nine months ended September 30, 2025, from 6.8 million tonnes in the same period a year ago.

Gross margin for the nine months ended September 30, 2025 increased to $471.1 million from $304.9 million in the same period in the prior year.

This improvement was primarily driven by approximately $290 million in higher average selling prices.

This benefit was partially offset by approximately $160 million of higher costs for distribution products and approximately $60 million from the impact of lower sales volumes in the current year period.

Current period gross margin benefited by approximately $10 million due to lower maintenance turnaround costs.

Favorable foreign currency changes contributed approximately $60 million in the current year period, and improved margins on other products contributed approximately $10 million.

The Mosaic Fertilizantes segment’s production of crop nutrient dry concentrates and animal feed ingredients increased 6% compared to the prior year period.

Our phosphate operating rate increased to 81% for the six months ended June 30, 2025 compared to 77% in the same period of the prior year.

For the six month period ended June 30, 2025, our Brazilian phosphate rock production increased to 2.0 million tonnes, from 1.9 million tonnes in the prior year period.

Our phosphate operating rate increased to 82% for the nine months ended September 30, 2025 compared to 77% in the same period of the prior year.

For the nine month period ended September 30, 2025, our Brazilian phosphate rock production increased to 3.1 million tonnes, from 3.0 million tonnes in the prior year period.

Corporate, Eliminations and Other

1 unchanged sentence

For the three months ended June 30, 2025, gross margin for Corporate, Eliminations and Other was $44.5 million, compared to $(47.9) million for the same period in the prior year.

Gross margin in the current year was favorably impacted by approximately $51 million from net unrealized gains on derivatives, primarily on foreign currency derivatives, compared to a net unrealized loss of approximately $28 million in the prior year period.

For the three months ended September 30, 2025, gross margin for Corporate, Eliminations and Other was $(9.9) million, compared to $24.7 million for the same period in the prior year.

Gross margin in the current year was unfavorably impacted by approximately $27 million from net unrealized loss on derivatives, primarily on foreign currency derivatives, compared to a net

unrealized gain of approximately $38 million in the prior year period.

Sales in China and India, collectively, resulted in revenue of $112.4 million and gross margin of $13.2 million in the current year period, compared to revenue of $111.1 million and gross margin of $15.9 million in the prior year period.

The China and India gross margin was favorably impacted by higher average selling prices in the current year period, compared to the prior year period.

For the six months ended June 30, 2025, gross margin for Corporate, Eliminations and Other was $70.0 million, compared to $(95.0) million for the same period in the prior year.

The China and India gross margin was unfavorably impacted by lower sales volumes in India in the current year period, compared to the prior year period.

For the nine months ended September 30, 2025, gross margin for Corporate, Eliminations and Other was $60.1 million, compared to $(70.3) million for the same period in the prior year.

Gross margin in the current year was favorably impacted by approximately $83 million from net unrealized gains on derivatives, primarily on foreign currency derivatives, compared to a net unrealized loss of approximately $21 million in the prior year.

Sales in China and India, collectively, resulted in revenue of $392.3 million and gross margin of $53.2 million , in the current year period, compared to revenue of $361.2 million and gross margin of $25.9 million in the prior year period.

The China and India gross margin was favorably impacted by higher average selling prices and sales volumes in the current year period, compared to the prior year period.

The China and India gross margin was favorably impacted by higher average selling prices in the current year period, compared to the prior year period.

Other Income Statement Items

Three months ended Six months ended

June 30, 2025-2024 June 30, 2025-2024

Three months ended Nine months ended

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

(in millions) 2025 2024 Change Percent 2025 2024 Change Percent

Selling, general and administrative expenses $ 125.5 $ 148.2 $ (22.7) (15) % $ 415.3 $ 383.4 $ 31.9 8 %

Other operating expense 107.0 32.3 74.7 NM 134.3 151.8 (17.5) (12) %

Other operating expense 87.0 153.2 (66.2) (43) % 221.3 305.0 (83.7) (27) %

Interest expense (59.3) (50.6) (8.7) 17 % (177.7) (170.0) (7.7) 5 %

1 unchanged sentence

Interest expense, net (45.6) (41.7) (3.9) 9 % (139.3) (136.1) (3.2) 2 %

Foreign currency transaction gain (loss) 169.4 (267.9) 437.3 NM 302.5 (368.2) 670.7 (182) %

Foreign currency transaction gain (loss) (1.2) 100.9 (102.1) NM 301.3 (267.3) 568.6 NM

Other income (expense) 306.3 (0.4) 306.7 NM 391.7 6.8 384.9 NM

Provision for income taxes 146.0 98.7 47.3 48 % 209.3 104.9 104.4 100 %

Provision for income taxes 175.5 48.0 127.5 NM 384.8 152.9 231.9 152 %

Equity in net earnings of nonconsolidated companies 0.3 4.5 (4.2) (93) % 2.2 64.2 (62.0) (97) %

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three months ended June 30, 2025 increased by $38.8 million compared to the same period of prior year.

The increase was primarily driven by bad debt reserves of $33 million in our Mosaic Fertilizantes segment, along with higher incentive compensation of approximately $10 million in the current year period.

Selling, general and administrative expenses for the six months ended June 30, 2025 increased $54.6 million compared to the same period of prior year, mainly due to the increase in Mosaic Fertilizantes bad debt reserves noted above and higher incentive compensation of approximately $22 million in the current year period.

Selling, general and administrative expenses for the three months ended September 30, 2025 decreased by $22.7 million compared to the same period of prior year.

The current year quarter includes approximately $8 million in higher consulting and professional services costs, while the prior year quarter reflected the addition of a $32 million bad debt reserve in our Mosaic Fertilizantes segment.

Selling, general and administrative expenses for the nine months ended September 30, 2025 increased $31.9 million compared to the same period of prior year, primarily driven by higher incentive compensation and employee benefit costs of approximately $27 million and higher consulting and professional services costs of approximately $7 million.

Other Operating Expense

For the three months ended June 30, 2025, we had other operating expenses of $107.0 million, compared to $32.3 million for the same period of the prior year.

The increase from the prior year was driven by a $44 million upward revision in estimated closure costs for our asset retirement obligations (“ ARO s ”) at our closed facilities, and approximately $40 million in additional environmental reserves for water treatment costs, primarily in our Phosphate segment.

These increases were partially offset by insurance recoveries of approximately $15 million related to customer receivables in our Mosaic Fertizilantes segment.

For the six months ended June 30, 2025, other operating expense decreased to $134.3 million, from $151.8 million in the same period of the prior year due to lower environmental reserves in the current year period.

For the three months ended September 30, 2025, other operating expenses were $87.0 million, down from $153.2 million reported for the same period of the prior year.

Other operating expenses for the current period were approximately $100 million lower than the prior year, primarily due to the timing of annual annual asset retirement obligation (“ ARO ”) revisions, which will be recorded in the fourth quarter of the current year.

The current year period also benefited from reduced environmental and legal reserves of approximately $20 million compared to the current year period.

The current year amount includes an impairment loss of approximately $73 million related to the planned sale of the Taquari potash mine in Brazil, which was partially offset by a recovery of customer receivables in Brazil of approximately $27 million.

For the nine months ended September 30, 2025, other operating expense decreased to $221.3 million, from $305.0 million in the same period of the prior year.

The reduction from the prior year was primarily attributable to the timing of annual ARO adjustments, mentioned above, which resulted in approximately $70 million in lower costs in the current year period.

Additionally, lower environmental and legal reserves benefited the current year period by approximately $40 million and lower

franchise tax expense by approximately $15 million.

Other operating expense in the current year also included the previously mentioned impairment loss of approximately $73 million.

Interest Expense, Net

For the three months ended June 30, 2025, net interest expense increased to $53.0 million compared to $46.4 million for the same period of the prior year.

The increase was primarily due to higher short-term debt levels in the current year period.

For the six months ended June 30, 2025, net interest expense was comparable to the prior year period.

For the three and nine months ended September 30, 2025, net interest expense increased to $45.6 million and $139.3 million, compared to $41.7 million and $136.1 million for the same periods in the prior year.

The increase was primarily due to higher short-term debt levels in the current year periods.

Foreign Currency Transaction Gain (Loss)

We recorded foreign currency transaction gains of $169.4 million and $302.5 million for the three and six months ended June 30, 2025 compared to losses of $267.9 million and $368.2 million for the same periods in the prior year.

For the three and six months ended June 30, 2025, the gain was the result of the impact of the U.S.

dollar relative to the Canadian dollar on

significant intercompany loans and effect of the weakening of the U.S.

For the three months ended September 30, 2025, fluctuations in foreign currency rates led to a slight transaction loss of $1.2 million compared to a gain of $100.9 million for the same period of the prior year.

For the nine months ended September 30, 2025, we recorded a gain of $301.3 million compared to a loss of $267.3 million for the same period in the prior year.

For the nine months ended September 30, 2025, the gain was the result of the impact of the U.S.

dollar relative to the Canadian dollar on significant intercompany loans and the effect of the weakening of the U.S.

dollar relative to the Brazilian real on significant intercompany loans and U.S.

1 unchanged sentence

Other (Income) Expense

For the three and six months ended June 30, 2025, we reported other income of $203.5 million and $85.4 million, respectively, compared to $6.6 million and $7.2 million for the same periods in the prior year.

The significant increase in other income for the current year was primarily driven by unrealized mark-to-market gains on our investment in Ma’aden shares of approximately $216 million for the three-month period and $99 million for the six-month period.

These gains were partially offset by a realized loss of approximately $7 million on marketable securities held in the RCRA Trusts, which impacted both periods.

For the three and nine months ended September 30, 2025, we reported other income of $306.3 million and $391.7 million, respectively, compared to $0.4 million and $6.8 million for the same periods in the prior year.

The significant increase in other income for the current year was primarily driven by unrealized mark-to-market gains on our investment in Ma’aden shares of approximately $308 million for the three-month period and $407 million for the nine-month period.

For the nine months ended September 30, 2025, we realized a loss of approximately $7 million on marketable securities held in the RCRA Trusts.

Equity in Net Earnings of Nonconsolidated Companies

For the three and six months ended June 30, 2025, we had equity in net earnings of nonconsolidated companies of $1.4 million compared to $22.2 million for the same period in the prior year.

For the three and nine months ended September 30, 2025, we had equity in net earnings of nonconsolidated companies of $0.3 million and $2.2 million compared to $4.5 million and $64.2 million for the same period in the prior year.

The prior period results were primarily related to the operations of MWSPC.

2 unchanged sentences

Three months ended Effective Tax Rate Provision for Income Taxes

June 30, 2025 25.9 % $ 146.0

June 30, 2024 (132.7) % $ 98.7

Six months ended Effective Tax Rate Provision for Income Taxes

June 30, 2025 23.9 % $ 209.3

June 30, 2024 (213.2) % $ 104.9

Income tax expense was $146.0 million, and the effective tax rate was 25.9% for the three and six months ended June 30, 2025.

For the three and six months ended June 30, 2025, discrete tax items recorded in tax expense was an expense of approximately $1.0 million and a benefit of approximately $ 25.2 million.

September 30, 2025 29.3 % $ 175.5

September 30, 2024 27.6 % $ 48.0

Nine months ended Effective Tax Rate Provision for Income Taxes

September 30, 2025 26.1 % $ 384.8

September 30, 2024 122.3 % $ 152.9

Income tax expense was $175.5 million and $384.8 million, and the effective tax rate was 29.3% and 26.1% for the three and nine months ended September 30, 2025.

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

6 unchanged sentences

The legislation has multiple effective dates, with provisions effective beginning in 2025 and 2026.

The Company is in the process of evaluating the impact on its consolidated financial statements.

The Company has reflected the impact of the enacted provisions in its financial statements for the third quarter, and we do not expect it to materially change our effective income tax rate for 2025.

Critical Accounting Estimates

5 unchanged sentences

A summary description of our significant accounting policies is included in Note 2 to the Consolidated Financial Statements in our 10-K Report.

Further detailed information regarding our

critical accounting estimates is included in Management’s Discussion and Analysis of Results of Operations and Financial Condition in our 10-K Report.

Further detailed information regarding our critical accounting estimates is included in Management’s Discussion and Analysis of Results of Operations and Financial Condition in our 10-K Report.

Liquidity and Capital Resources

As of June 30, 2025, we had cash and cash equivalents of $286.2 million, short-term debt of $1.0 billion, long-term debt, including current maturities, of approximately $3.4 billion, and stockholders’ equity of approximately $12.6 billion.

As of September 30, 2025, we had cash and cash equivalents of $153.3 million, short-term debt of $1.2 billion, long-term debt, including current maturities, of approximately $3.4 billion, and stockholders’ equity of approximately $12.9 billion.

We have a target liquidity buffer of up to $3.0 billion, including cash and available committed and uncommitted credit lines.

2 unchanged sentences

Our capital allocation priorities include maintaining our target investment grade metrics and financial strength, sustaining our assets, including ensuring the safety of our employees and reliability of our assets, investing to grow our business, either through organic growth or taking advantage of strategic opportunities, and returning excess cash to shareholders, including by paying dividends.

During the six months ended June 30, 2025, we paid cash dividends of $141.0 million, and invested $645.4 million in capital expenditures.

During the nine months ended September 30, 2025, we paid cash dividends of $210.5 million, and invested $1.0 billion in capital expenditures.

Funds generated by operating activities, available cash and cash equivalents, and our credit facilities continue to be our most significant sources of liquidity.

1 unchanged sentence

There can be no assurance, however, that we will continue to generate cash flows at or above current levels.

As of June 30, 2025, we had $2.50 billion available under our $2.50 billion committed revolving credit facility, approximately $0.7 billion available under our uncommitted facilities and had $1.9 billion available under our $2.5 billion commercial paper program that is backed by the revolving credit facility.

As of September 30, 2025, we had $2.50 billion available under our $2.50 billion committed revolving credit facility, approximately $0.7 billion available under our uncommitted facilities and had $1.9 billion available under our $2.5 billion commercial paper program that is backed by the revolving credit facility.

We consider amounts borrowed under our commercial paper program as a reduction of availability under our revolving credit facility.

Our credit facilities, including the revolving credit facility, require us to maintain certain financial ratios, as discussed in Note 11 of our Notes to Consolidated Financial Statements in our 10-K Report and as discussed in Note 9 to our Condensed Consolidated Financial Statements in this report.

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

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

All of our cash equivalents are diversified in highly rated investment vehicles.

2 unchanged sentences

subsidiaries and are not subject to significant foreign currency exposures, as the majority are held in investments denominated in U.S.

dollars as of June 30, 2025.

dollars as of September 30, 2025.

These funds may create foreign currency transaction gains or losses, however, depending on the functional currency of the entity holding the cash.

In addition, there are no significant restrictions that would preclude us from bringing these funds back to the U.S., aside from withholding taxes.

The following table represents a comparison of the net cash provided by operating activities, net cash used in investing activities, and net cash used in financing activities for the six months ended June 30, 2025 and June 30, 2024:

(in millions) Six months ended

June 30, 2025-2024

(in millions) Nine months ended

September 30, 2025-2024

Cash Flow 2025 2024 Change Percent

3 unchanged sentences

Operating Activities

During the six months ended June 30, 2025, net cash provided by operating activities was $652.4 million, compared to net cash provided by operating activities of $767.0 million for the same period in the prior year.

Our results of operations, after non-cash adjustments, contributed $820.3 million to cash flows from operating activities during the six months ended June 30, 2025, compared to $960.1 million as computed on the same basis for the prior year period.

During the six months ended June 30, 2025, we had an unfavorable change in assets and liabilities of $167.9 million, compared to an unfavorable change of $193.1 million during the six months ended June 30, 2024.

The change in assets and liabilities for the six months ended June 30, 2025, was primarily driven by increases in inventories of $378.1 million partially offset by a favorable impact from an increase in accounts payable and accrued liabilities of $118.7 million, and an increase in other noncurrent liabilities of $53.0 million.

The increase in inventories was primarily due to higher inventory volumes and raw material prices across our segments in the current year period, especially in Brazil, due to seasonality.

The increase in accounts payable and accrued liabilities was primarily due an increase in inventory purchases and an increase in customer prepayments.

During the nine months ended September 30, 2025, net cash provided by operating activities was $0.9 billion, compared to net cash provided by operating activities of $1.1 billion for the same period in the prior year.

Our results of operations, after non-cash adjustments, contributed $1.5 billion to cash flows from operating activities during the nine months ended September 30, 2025, compared to $1.1 billion as computed on the same basis for the prior year period.

During the nine months ended September 30, 2025, we had an unfavorable change in assets and liabilities of $598.9 million, compared to an unfavorable change of $9.9 million during the nine months ended September 30, 2024.

The change in assets and liabilities for the nine months ended September 30, 2025, was primarily driven by increases in inventories of $578.9 million and a decrease in accounts payable and accrued liabilities of $169.1 million, partially offset by an increase in other noncurrent liabilities of $49.6 million.

The increase in inventories was primarily due to higher inventory volumes, particularly in phosphate rock in Brazil, and raw material prices across our segments in the current year period.

The decrease in accounts payable and accrued liabilities was primarily due the payment of dividends and the settlement of AROs, partially offset by an increase in customer prepayments in Brazil.

The increase in other noncurrent liabilities was primarily related to increases in ARO obligations and environmental reserves in our Phosphate segment in the current year.

Investing Activities

Net cash used in investing activities was $659.3 million for the six months ended June 30, 2025, compared to $736.8 million for the same period a year ago.

We had capital expenditures of $645.4 million for the six months ended June 30, 2025, compared to $716.9 million in the prior year period.

Net cash used in investing activities was $1,022.2 million for the nine months ended September 30, 2025, compared to $984.5 million for the same period a year ago.

We had capital expenditures of $1,009.8 million for the nine months ended September 30, 2025, compared to $957.7 million in the prior year period.

Financing Activities

Net cash used in financing activities for the six months ended June 30, 2025 was $13.2 million, compared to $30.7 million for the same period in the prior year.

During the six months ended June 30, 2025, we paid dividends of $141.0 million, made payments on long-term debt, net of borrowings, of $34.9 million and made net payments on our structured accounts payable arrangements of $10.7 million.

Net cash used in financing activities for the nine months ended September 30, 2025 was $9.4 million, compared to $168.6 million for the same period in the prior year.

During the nine months ended September 30, 2025, we paid dividends of $210.5 million, made payments on long-term debt, net of borrowings, of $49.8 million and made net payments on our structured accounts payable arrangements of $15.9 million.

During the current year period, we received net proceeds of $101.2 million under our inventory financing arrangement and $205.4 million under other short-term debt arrangements.

32 unchanged sentences

• the effects of and change in trade, monetary, environmental, tax and fiscal policies, laws and regulations, other than tariffs;

• a material adverse change in our Ma'aden investment with respect to the financial position, performance, operations or prospects of Ma'aden;

• foreign exchange rates and fluctuations in those rates;

21 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 2. Management’s Discussion and Analysis