MSA Safety Inc 10-K

Item 8. Financial Statements and Supplementary Data Management’s Reports to Shareholders Management’s Report on Responsibility for Financial Reporting Management of MSA Safety Incorporated (the Company) is responsible for the preparation of the consolidated financial statements included in this annual report. The consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America and include amounts that are based on the best estimates and judgments of management. The other financial information contained in this annual report is consistent with the consolidated financial statements. Management’s Report on Internal Control Over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company’s internal control over financial reporting includes policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and the directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on our financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013). Based on our assessment and those criteria, management has concluded that the Company maintained effective internal control over financial reporting as of December 31, 2025. The Company acquired M&C TechGroup and its affiliated companies ("M&C") on May 6, 2025, which represented approximately 10% and 15% of the Company's total assets and net assets as of December 31, 2025, and 2% and (2%) of total sales and net income for the year ended December 31, 2025. As the M&C acquisition was completed during the second quarter of 2025, the scope of the Company's 2025 assessment of the effectiveness of its internal control over financial reporting does not include the M&C acquisition. This exclusion is pursuant to the SEC's general guidance that an assessment of a recently acquired business' internal control over financial reporting may be omitted from the scope of the Company's assessment of its internal control over financial reporting for twelve months following the date of acquisition. The Company's Independent registered public accounting firm that audited the consolidated financial statements included in this annual report issued an attestation report on the Company's internal control over financial reporting. /s/ STEVEN C. BLANCO Steven C. Blanco President and Chief Executive Officer / S / J ULIE A. B ECK Julie A. Beck Senior Vice President, Chief Financial Officer and Treasurer February 12, 2026 35 Table of Contents Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of MSA Safety Incorporated Opinion on Internal Control over Financial Reporting We have audited MSA Safety Incorporated’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, MSA Safety Incorporated (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria. As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of M&C TechGroup, which is included in the 2025 (consolidated) financial statements of the Company and constituted 10% and 15% of total and net assets, respectively, as of December 31, 2025 and 2% and (2)% of revenues and net income, respectively, for the year then ended. Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of M&C TechGroup. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, cash flows and changes in retained earnings and accumulated other comprehensive loss for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) 2 and our report dated February 12, 2026 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Pittsburgh, Pennsylvania February 12, 2026 36 Table of Contents Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of MSA Safety Incorporated Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of MSA Safety Incorporated (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, cash flows and changes in retained earnings and accumulated other comprehensive loss for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) 2 (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 12, 2026 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosures to which it relates. 37 Table of Contents Goodwill impairment assessment – Europe reporting unit Description of the Matter At December 31, 2025, the Company had goodwill of approximately $731.6 million on its consolidated balance sheet, of which $247.8 million is at the Europe reporting unit. As discussed in Note 1 to the consolidated financial statements, the Company evaluates goodwill for impairment annually, or more frequently if impairment indicators arise. The assessment of goodwill for impairment requires a comparison of the fair value of each reporting unit that has goodwill associated with its operations to its carrying amount, including goodwill. If the Company’s carrying amount of a reporting unit exceeds its fair value, an impairment loss would be measured as the excess of the carrying value over the calculated fair value. Auditing the Company’s annual goodwill impairment test for the Europe reporting unit was complex because the estimation of fair value using the discounted cash flow method involves subjective management assumptions, specifically the weighted average cost of capital. Changes in this assumption can have a material effect on the determination of fair value. How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment process, including controls over management’s review of the assumption described above. Our audit procedures to test management’s impairment assessment of the Europe reporting unit included, among others, assessing the valuation methodology and the underlying data used to develop the weighted average cost of capital assumption. Where appropriate, we evaluated whether changes to the company specific results and other factors would affect the assumption. We also assessed the historical accuracy of management’s estimates and performed independent sensitivity analyses over the assumption. We involved our valuation specialists to assist us in evaluating the methodology and auditing the weighted average cost of capital assumption used to calculate the estimated fair value of the Europe reporting unit. /s/ Ernst & Young LLP We have served as the Company’s auditor since 2014. Pittsburgh, Pennsylvania February 12, 2026 38 Table of Contents MSA SAFETY INCORPORATED CONSOLIDATED STATEMENTS OF INCOME Year ended December 31, (In thousands, except per share amounts) 2025 2024 2023 Net sales $ 1,874,814 $ 1,808,140 $ 1,787,647 Cost of products sold 1,003,701 947,695 935,509 Gross profit 871,113 860,445 852,138 Selling, general and administrative 414,254 394,707 396,645 Research and development 65,343 66,526 67,988 Restructuring charges (Note 4) 3,897 6,397 9,892 Currency exchange losses, net 15,801 3,638 17,079 Loss on divestiture of MSA LLC (Note 21) — — 129,211 Product liability expense (Note 21) — — 3 Operating income 371,818 389,177 231,320 Interest expense 31,799 36,889 46,733 Other income, net (Note 17) ( 26,379 ) ( 22,718 ) ( 22,101 ) Total other expense, net 5,420 14,171 24,632 Income before income taxes 366,398 375,006 206,688 Provision for income taxes (Note 11) 87,474 90,039 148,105 Net income $ 278,924 $ 284,967 $ 58,583 Earnings per share attributable to common shareholders (Note 10): Basic $ 7.11 $ 7.24 $ 1.49 Diluted $ 7.09 $ 7.21 $ 1.48 Dividends per common share $ 2.10 $ 2.00 $ 1.87 The accompanying notes are an integral part of the consolidated financial statements. 39 Table of Contents MSA SAFETY INCORPORATED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Year ended December 31, (In thousands) 2025 2024 2023 Net income $ 278,924 $ 284,967 $ 58,583 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments (Note 7) 68,273 ( 42,462 ) 21,682 Pension and post-retirement plan actuarial gains, net of tax (Note 7) 32,574 31,262 7,683 Unrealized losses on cash flow hedges (Note 7) ( 215 ) — — Unrealized gains on available-for-sale securities (Note 7) — — 2 Reclassification of currency translation from accumulated other comprehensive loss into net income (Note 7) ( 764 ) ( 1,200 ) 101 Total other comprehensive income (loss), net of tax 99,868 ( 12,400 ) 29,468 Comprehensive income $ 378,792 $ 272,567 $ 88,051 The accompanying notes are an integral part of the consolidated financial statements. 40 Table of Contents MSA SAFETY INCORPORATED CONSOLIDATED BALANCE SHEETS December 31, (In thousands, except share amounts) 2025 2024 Assets Cash and cash equivalents $ 165,067 $ 164,560 Trade receivables, less allowance for credit loss of $ 10,286 and $ 8,047 306,452 279,213 Inventories (Note 5) 343,035 296,796 Prepaid income taxes 22,465 18,631 Prepaid expenses and other current assets 32,273 43,830 Total current assets 869,292 803,030 Property, plant and equipment, net (Note 6) 283,063 211,865 Operating lease right-of-use assets, net (Note 18) 56,930 56,083 Prepaid pension cost (Note 16) 279,450 224,638 Deferred tax assets (Note 11) 20,991 26,180 Goodwill (Note 14) 731,592 620,895 Intangible assets, net (Note 14) 299,127 246,437 Other noncurrent assets 13,929 16,656 Total assets $ 2,554,374 $ 2,205,784 Liabilities Notes payable and current portion of long-term debt (Note 13) $ 8,225 $ 26,391 Accounts payable 110,775 108,163 Employees’ compensation 57,640 54,826 Income taxes payable (Note 11) 14,240 14,966 Other current liabilities 98,331 83,747 Total current liabilities 289,211 288,093 Long-term debt, net (Note 13) 572,709 481,622 Pensions (Note 16) and other employee benefits 143,834 134,251 Noncurrent operating lease liabilities (Note 18) 46,151 45,984 Deferred tax liabilities (Note 11) 127,540 107,691 Other noncurrent liabilities 7,917 4,824 Total liabilities $ 1,187,362 $ 1,062,465 Shareholders' Equity Preferred stock, 4.5 % cumulative, $ 50 par value (Note 8) $ 3,569 $ 3,569 Common stock, no par value ( 180,000,000 shares authorized; 62,081,391 shares issued; 38,912,629 and 39,260,080 shares outstanding at December 31, 2025 and 2024, respectively) 343,842 329,953 Treasury shares, at cost (Note 8) ( 484,848 ) ( 398,204 ) Accumulated other comprehensive loss (Note 7) ( 41,781 ) ( 141,649 ) Retained earnings 1,546,230 1,349,650 Total shareholders’ equity 1,367,012 1,143,319 Total liabilities and shareholders’ equity $ 2,554,374 $ 2,205,784 The accompanying notes are an integral part of the consolidated financial statements. 41 Table of Contents MSA SAFETY INCORPORATED CONSOLIDATED STATEMENTS OF CASH FLOWS Year ended December 31, (In thousands) 2025 2024 2023 Operating Activities Net income $ 278,924 $ 284,967 $ 58,583 Depreciation and amortization 71,591 64,333 60,773 Tax-effected loss on divestiture of MSA LLC (Note 21) — — 199,578 Stock-based compensation (Note 12) 15,197 18,185 30,023 Pension income (Note 16) ( 13,976 ) ( 8,147 ) ( 7,915 ) Deferred income tax benefit (Note 11) ( 4,962 ) ( 98 ) ( 8,514 ) Loss on asset write-down and dispositions, net 1,408 819 173 Pension contributions (Note 16) ( 7,028 ) ( 7,877 ) ( 5,217 ) Currency exchange losses, net 15,801 3,638 17,079 Product liability expense (Note 21) — — 3 Product liability payments (Note 21) — — ( 5,250 ) Contribution on divestiture of MSA LLC (Note 21) — — ( 341,186 ) Changes in: Trade receivables ( 5,172 ) ( 1,383 ) ( 7,102 ) Inventories (Note 5) ( 10,464 ) ( 14,673 ) 51,585 Accounts payable ( 4,656 ) 3,057 ( 5,452 ) Other current assets and liabilities 26,909 ( 49,087 ) 53,509 Other noncurrent assets and liabilities 295 2,694 2,187 Cash Flow From Operating Activities 363,867 296,428 92,857 Investing Activities Capital expenditures ( 68,438 ) ( 54,223 ) ( 42,764 ) Acquisitions, net of cash acquired (Note 15) ( 189,275 ) — — Property disposals and other investing 79 468 2,811 Cash Flow Used In Investing Activities ( 257,634 ) ( 53,755 ) ( 39,953 ) Financing Activities Payments on long-term debt (Note 13) ( 1,076,384 ) ( 1,243,897 ) ( 1,871,102 ) Proceeds from long-term debt (Note 13) 1,143,698 1,149,643 1,895,000 Debt issuance costs ( 3,084 ) ( 200 ) ( 1,138 ) Cash dividends paid ( 82,344 ) ( 78,759 ) ( 73,488 ) Company stock purchases (Note 8) ( 89,962 ) ( 37,340 ) ( 3,961 ) Exercise of stock options (Note 8) 569 501 1,473 Employee stock purchase plan (Note 8) 2,042 1,363 963 Cash Flow Used In Financing Activities ( 105,465 ) ( 208,689 ) ( 52,253 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash 127 ( 17,295 ) ( 16,671 ) Change in cash, cash equivalents and restricted cash 895 16,689 ( 16,020 ) Beginning cash, cash equivalents and restricted cash 165,097 148,408 164,428 Ending cash, cash equivalents and restricted cash $ 165,992 $ 165,097 $ 148,408 Supplemental cash flow information: Cash and cash equivalents $ 165,067 $ 164,560 $ 146,442 Restricted cash included in prepaid expenses and other current assets 925 537 1,966 Total cash, cash equivalents and restricted cash $ 165,992 $ 165,097 $ 148,408 Interest paid in cash $ 32,135 $ 35,703 $ 47,258 Income tax paid in cash $ 101,605 $ 102,673 $ 69,085 The accompanying notes are an integral part of the consolidated financial statements. 42 Table of Contents MSA SAFETY INCORPORATED CONSOLIDATED STATEMENTS OF CHANGES IN RETAINED EARNINGS AND ACCUMULATED OTHER COMPREHENSIVE LOSS (In thousands, except per share amounts) Retained Earnings Accumulated Other Comprehensive Loss Balances at January 1, 2023 $ 1,158,347 $ ( 158,717 ) Net income 58,583 — Foreign currency translation adjustments — 21,682 Pension and post-retirement plan adjustments, net of $ 1,706 tax benefit — 7,683 Unrecognized net gains on available-for-sale securities (Note 20) — 2 Reclassification of currency translation from accumulated other comprehensive loss into net income (Note 7) — 101 Common dividends ($ 1.87 per share) ( 73,447 ) — Preferred dividends ($ 2.25 per share) ( 41 ) — Balances at December 31, 2023 1,143,442 ( 129,249 ) Net income 284,967 — Foreign currency translation adjustments — ( 42,462 ) Pension and post-retirement plan adjustments, net of $ 10,227 tax benefit — 31,262 Reclassification of currency translation from accumulated other comprehensive loss into net income (Note 7) — ( 1,200 ) Common dividends ($ 2.00 per share) ( 78,718 ) — Preferred dividends ($ 2.25 per share) ( 41 ) — Balances at December 31, 2024 1,349,650 ( 141,649 ) Net income 278,924 — Foreign currency translation adjustments — 68,273 Pension and post-retirement plan adjustments, net of $ 10,703 tax benefit — 32,574 Unrecognized net loss on hedges (Note 19) — ( 215 ) Reclassification of currency translation from accumulated other comprehensive loss into net income (Note 7) — ( 764 ) Common dividends ($ 2.10 per share) ( 82,303 ) — Preferred dividends ($ 2.25 per share) ( 41 ) — Balances at December 31, 2025 $ 1,546,230 $ ( 41,781 ) The accompanying notes are an integral part of the consolidated financial statements. 43 Table of Contents MSA SAFETY INCORPORATED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1— Significant Accounting Policies General Information and Basis of Presentation— The consolidated financial statements of MSA Safety Incorporated ("MSA" or "the Company") are prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and require management to make certain judgments, estimates, and assumptions. These may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements. They also may affect the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates upon subsequent resolution of identified matters. Principles of Consolidation— The consolidated financial statements include the accounts of the Company and all subsidiaries. Intercompany accounts and transactions are eliminated. Reclassifications— Certain reclassifications of prior years' results have been made to conform to the current year presentation. These reclassifications relate to aligning prior year Other income, net, and Segment Information disclosures with current year presentation. Currency Translation— The functional currency of all significant non-U.S. operating subsidiaries is the local country currency. Assets and liabilities of these operations are translated at year-end exchange rates. Income statement accounts are translated using the average exchange rates for the reporting period. Translation adjustments for these subsidiaries are reported as a component of shareholders’ equity and are not included in net income. Foreign currency transaction gains and losses are included in net income for the reporting period. Cash Equivalents— Cash equivalents include temporary deposits with financial institutions and highly liquid investments with original maturities of 90 days or less. Restricted Cash— Restricted cash, which is designated for use other than current operations, is included in prepaid expenses and other current assets in the Consolidated Balance Sheets. Restricted cash balances were $ 0.9 million and $ 0.5 million at December 31, 2025 and 2024, respectively. These balances were used to support letter of credit balances. Inventories— Inventories are stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out ("FIFO") method. It is the Company's general policy to write-down any inventory balance in excess of the last 24 months of consumption and any inventory identified as obsolete. Property and Depreciation— Property is recorded at cost. Depreciation is computed primarily using the straight-line method over the estimated useful lives of the assets, generally as follows: buildings 20 to 40 years, and machinery and equipment 3 to 10 years. Expenditures for significant renewals and improvements are capitalized. Ordinary repairs and maintenance are expensed as incurred. Gains or losses on property dispositions are included in other expense (income), net and the cost and related accumulated depreciation are removed from the accounts. Depreciation expense for the years ended December 31, 2025, 2024 and 2023 was $ 49.7 million, $ 45.6 million and $ 41.8 million, respectively. Properties, plant, and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets or asset groups may not be recoverable. Software Development Costs— Software development costs are costs incurred to create, enhance and deploy the Company’s broad range of wireless technology and cloud-based computing safety services. Software development costs, other than software development costs qualifying for capitalization, are expensed as incurred. Costs of computer software developed or obtained for internal use that are incurred in the preliminary project and post implementation stages are expensed as incurred. Certain costs incurred during the application and development stage, which primarily include compensation and related expenses, are capitalized. Additionally, costs of upgrades and enhancements are capitalized when it is probable that the upgrades and enhancements will result in added functionality. During 2025, 2024 and 2023, respectively, there was $ 14.9 million, $ 13.0 million and $ 12.1 million of software development costs capitalized. The Company has unamortized computer software development costs of $ 22.9 million and $ 19.9 million as of December 31, 2025 and 2024, respectively, included in property, plant and equipment, net. Capitalized costs are amortized through cost of products sold using the straight-line method over the estimated useful life, which is normally three years , beginning in the period in which the software is ready for its intended use or when the upgrade or enhancement is deployed. Software development amortization expense was $ 12.0 million, $ 11.3 million and $ 10.4 million during the years ended December 31, 2025, 2024 and 2023, respectively. 44 Table of Contents Lessee Arrangements — At the inception of our contracts, we determine if the contract is or contains a lease. A contract is or contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. We have elected to not separate the lease and non-lease components within our lease contracts. Right-of-use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at commencement. We use our incremental borrowing rate ("IBR") at the recognition date in determining the present value of future payments for leases that do not have a readily determinable implicit rate. Our IBR reflects a fully secured rate based on our credit rating, taking into consideration the repayment timing of the lease and any impacts due to the economic environment in which the lease operates. Our lease payments are largely fixed. Variable lease payments that depend on an index or a rate are included in the lease payments and are measured using the prevailing index or rate at the measurement date, with differences between the calculated lease payment and the actual lease payment being expensed in the period of the change. Other variable lease payments, including utilities, consumption and common area maintenance as well as repairs, maintenance and mileage overages on vehicles, are expensed during the period incurred. A majority of our real estate leases include options to extend the lease and options to early terminate the lease. Leases with an early termination option generally involve a termination payment. If we are reasonably certain to exercise an option to extend a lease, the extension period is included as part of the right-of-use asset and the lease liability. Some of our leases contain residual value guarantees. These are guarantees made to the lessor that the value of an underlying asset returned to the lessor at the end of a lease will be at least a specified amount. Our leases do not contain restrictions or covenants that restrict us from incurring other financial obligations. For our leases, we have elected to not apply the recognition requirements to leases of less than twelve months. These leases are expensed on a straight-line basis and are not included within the Company's operating lease asset or liability. Lease right-of-use assets and liabilities are recognized based on the present value of the fixed future lease payments over the lease term. Operating leases are included in Operating lease right-of-use assets, net, Other current liabilities, and Noncurrent operating lease liabilities in our Consolidated Balance Sheets. Finance leases are included in Property, plant and equipment, net, Other current liabilities, and Other noncurrent liabilities in our Consolidated Balance Sheets. Lease expense for all operating leases is classified in Cost of products sold or Selling, general and administrative expense in the Consolidated Statements of Income. For finance leases, the amortization of the right-of-use asset is included in depreciation and amortization, and the interest is included in interest expense. Lessor Arrangements — The Company derives a portion of its revenue from various leasing arrangements where the Company is the lessor, primarily managed fire service contracts. Such arrangements provide for payments covering equipment provided, maintenance and interest. These arrangements meet the criteria to be accounted for as sales-type leases under ASC 842 and contain both lease and non-lease components. For a component to be separate, the customer would be able to benefit from the right of use of the component separately or with other resources readily available to the customer and the right of the use is not highly dependent or highly interrelated with the other rights to use the other underlying assets or components. Revenue from equipment provided is considered a lease component and recognized with point in time revenue recognition upon lease commencement. Upon the recognition of such revenue, an asset is established for the investment in sales-type leases. Maintenance revenue, which is considered a non-lease component, and interest is recognized over the lease term. Goodwill and Other Intangible Assets— Intangible assets with a finite useful life are amortized on a straight-line basis over their useful lives. Indefinite lived intangible assets are assessed for possible impairment annually on October 1st or whenever circumstances change such that the recorded value of the asset may not be recoverable. We performed a quantitative assessment of the indefinite lived trade name intangible asset as outlined in ASC 350 by comparing the estimated fair value of the trade name intangible asset to its carrying value. We estimate the fair value using the relief from royalty income approach. A number of assumptions and estimates are involved in the application of the relief from royalty model, including sales volumes and prices, royalty rates and tax rates. Forecasts are based on sales generated by the underlying trade name assets and are generally based on approved business unit operating plans for the early years and historical relationships in later years. Based on these assessments, no impairments were identified during the years ended December 31, 2025, 2024 or 2023. All goodwill is assigned to and evaluated for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment. Goodwill is not amortized, but evaluated for impairment at least annually or whenever events or changes in circumstance indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The Company may perform either a qualitative assessment of potential impairment or proceed directly to a quantitative assessment of potential impairment. If the Company chooses not to perform a qualitative assessment, or if it chooses to perform a qualitative assessment but is unable to qualitatively conclude that no impairment has occurred, then the Company will perform a quantitative assessment. A quantitative test for goodwill impairment is performed by determining the fair value of the related reporting units. 45 Table of Contents The Company estimates the fair value of the reporting unit with which the goodwill is associated and compares it to the carrying value. If the estimated fair value of a reporting unit is less than its carrying value, an impairment charge is recognized for the excess of the reporting unit's carrying value over its fair value. In 2025, we performed a quantitative test at October 1, 2025. We estimate fair value of each reporting unit using a combination of valuation techniques, including the discounted cash flow ("DCF") method, a form of the income approach, and the guideline public company method, a form of the market approach, as we believe each are important indicators of fair value. A number of assumptions and estimates are involved in the application of the DCF model, such as discount rates, revenue growth rates, and operating margins which are affected by expectations about future market or economic conditions. Cash flow forecasts are generally based on approved reporting unit operating plans for the early years and historical relationships in later years. The market approach methodology measures value through an analysis of peer companies. The analysis entails measuring the multiples of earnings before interest, taxes, depreciation and amortization ("EBITDA") at which peer companies are trading. Management performed its evaluation and determined the fair value of each reporting unit is greater than the carrying amount and, accordingly, no impairment of our goodwill has been recorded during the years ended December 31, 2025, 2024 or 2023. Revenue Recognition— We account for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers . Revenue from the sale of products and solutions is recognized when there is persuasive evidence of an arrangement and control passes to the customer. We establish our shipping terms according to local practice and market characteristics. We do not ship product unless we have an order or other documentation authorizing shipment to our customers. Our payment terms vary by the type and location of our customer and the products and solutions offered. The term between invoicing and when payment is due is not significant. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Amounts billed and due from our customers are classified as receivables on the Consolidated Balance Sheets. We make appropriate provisions for credit losses, which have historically been insignificant in relation to our net sales. Certain contracts with customers have an element of variable consideration that is estimated when revenue is recognized under the contract. Rebates are based on achieving a certain level of purchases and other performance criteria that are documented in established distributor programs. These rebates are estimated based on projected sales to the customer and accrued as a reduction of net sales as they are earned by the customer. Sales, value add and other taxes collected with revenue-producing activities and remitted to governmental authorities are excluded from revenue. Refer to Note 2—Revenue Recognition for additional disclosures on revenue recognition matters. Product Warranties— Estimated expenses related to product warranties and additional service actions are charged to Cost of products sold in the period in which the related revenue is recognized or when significant product quality issues are identified. Research and Development— Research and development costs are expensed as incurred. Income Taxes— Deferred income taxes are recognized for temporary differences between financial and tax reporting. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized. We record tax benefits related to uncertain tax positions taken or expected to be taken on a tax return when such benefits meet a more likely than not threshold. We recognize interest related to unrecognized tax benefits in interest expense and penalties in operating expenses. Deferred taxes are booked for available cash in excess of working capital for non-U.S. subsidiaries as these earnings are not considered to be permanently reinvested. The Company treats any Global Intangible Low Taxed Income as a period cost. Stock-Based Compensation— We recognize expense for employee and non-employee director stock-based compensation based on the grant date fair value of the awards. Except for retirement-eligible participants, for whom there is no requisite service period, this expense is recognized ratably over the requisite service periods following the date of grant. Derivative Instruments— We may use derivative instruments from time to time to minimize the effects of changes in currency exchange rates. We do not enter into derivative transactions for speculative purposes and do not hold derivative instruments for trading purposes. We designate certain derivative instruments as cash flow hedges to manage exposure to variability in future cash flows related to forecasted transactions. At hedge inception, we formally document the hedging relationship, including the risk management objective, the nature of the risk being hedged, and the method for assessing hedge effectiveness. Hedge effectiveness is evaluated at inception and on an ongoing basis to ensure the hedge remains highly effective. 46 Table of Contents Derivatives are recorded at fair value on the balance sheet and changes in the fair value of derivative instruments designated as fair value hedges are recorded in the balance sheet as adjustments to the underlying hedged asset or liability. The effective portion of gains and losses on cash flow hedges is reported in accumulated other comprehensive loss (“AOCL”) and reclassified into net income in the same period the hedged item affects earnings. Any ineffective portion is recognized immediately into net income. If a hedged forecasted transaction is no longer probable, amounts previously recorded in AOCL are reclassified into net income immediately. When a hedging instrument is terminated, amounts in AOCL remain until the forecasted transaction occurs or is deemed no longer probable. Changes in the fair value of derivative instruments that do not qualify for hedge accounting treatment are recognized immediately into net income. Refer to Note 19—Derivative Financial Instruments for further details on hedging activity. Commitments and Contingencies— For asserted claims and assessments, liabilities are recorded when a loss is deemed to be probable and the amount of the loss is reasonably estimable. Management assesses the probability of an unfavorable outcome with respect to asserted claims or assessments based on many factors such as the nature of the matter, available defenses and case strategy, progress of the matter, views and opinions of legal counsel and other advisors, applicability and success of appeals processes, and the outcome of similar historical matters, among others. Once an unfavorable outcome is assessed to be probable, management evaluates estimates of the potential loss, and the most reasonable loss estimate is recorded (or, if the estimate of the loss is a range, and no amount within the range is considered to be a better estimate than any other amount, the minimum amount in the range is recorded). If a material loss is deemed to be reasonably possible but not probable, the matter is disclosed and no liability is recorded. With respect to unasserted claims or assessments, management first determines whether it is probable that a claim or assessment may be asserted and then, if so, the degree of probability of an unfavorable outcome. If an unfavorable outcome is probable, management assesses whether the amount of potential loss can be reasonably estimated and, if so, accrues the most reasonable estimate of the loss (or, if the estimate of the loss is a range, and no amount within the range is considered to be a better estimate than any other amount, the minimum amount in the range is recorded). If an unfavorable outcome is reasonably possible but less than probable, or the amount of loss cannot be reasonably estimated, then the matter is disclosed and no liability is recorded. Legal matters are reviewed on a continuous basis to determine if there has been a change in management’s judgment regarding the likelihood and/or estimate of a potential loss. Refer to Note 21—Contingencies for further details on product liability related matters. Concentration of credit and business risks— We sell to customers in a broad mix of industries and are exposed to credit risk in the event of nonpayment. Changes in these industries or other developments may significantly affect our financial performance and management's estimates. We mitigate our exposure to credit risk by performing ongoing credit evaluations and, when deemed necessary, requiring letters of credit, credit insurance, prepayments, guarantees or other collateral. No individual customer represented more than 10% of our receivables as of December 31, 2025, or 2024, or sales for any of the three years ended December 31, 2025. Recently Issued Accounting Standards and Disclosure Rules —In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2024-03 (“ASU 2024-03”), Disaggregation of Income Statement Expenses (“DISE”) . ASU 2024-03 requires disaggregated disclosure of income statement expenses for public business entities. ASU 2024-03 does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. As revised by ASU No. 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures , the provisions of ASU 2024-03 are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. With the exception of expanding disclosures to include more granular income statement expense categories, we do not expect the adoption of ASU 2024-03 to have a material effect on our consolidated financial statements taken as a whole. In September 2025, the FASB issued ASU No. 2025-06, Targeted Improvements to the Accounting for Internal-Use Software . ASU 2025-06 amends certain aspects of the accounting for software costs under ASC 350-40. ASU 2025-06 makes targeted improvements to ASC 350-40, but does not fully align the framework for accounting for internally developed software costs that are subject to ASC 350-40 with the framework applied to software to be sold or marketed externally that is subject to ASC 985-20. ASU 2025-06 also does not amend the guidance on costs of software licenses that are within the scope of ASC 985-20. ASU 2025-06’s amendments are effective for all entities for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. The Company is still evaluating the impact that the adoption of ASU 2025-06 will have on the condensed consolidated financial statements. 47 Table of Contents In November 2025, the FASB issued ASU 2025‑09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements . The amendments are intended to improve the clarity, operability, and decision‑usefulness of hedge accounting guidance. ASU 2025‑09 is effective for the Company for annual and interim reporting periods beginning after December 15, 2026 with early adoption permitted. The Company is currently evaluating the impact of ASU 2025‑09 on its consolidated financial statements and related disclosures. Because the guidance primarily relates to hedge accounting mechanics and presentation, the Company does not expect the adoption of this update to have a material effect on our consolidated financial statements taken as a whole. Note 2— Revenue Recognition We generate revenue primarily from manufacturing and selling a comprehensive line of safety products and solutions to protect the health and safety of workers and facility infrastructures around the world. Our customers generally fall into two categories: distributors and end-users. All customer categories have similar nature, timing and uncertainty related to cash flows. As a result, the underlying principles of revenue recognition are identical for both categories of customers. We account for revenue in accordance with ASC 606, Revenue from Contracts with Customers . Revenue from the sale of products and solutions is recognized when there is persuasive evidence of an arrangement and control passes to the customer, which generally occurs either when product is shipped to the customer or, in the case of certain customers, when product is delivered to the customer's site. We establish our shipping terms according to local practice and market characteristics. We do not ship product unless we have an order or other documentation authorizing shipment to our customers. Our payment terms vary by the type and location of our customer and the products and solutions offered; however, in most cases, the term between invoicing and when payment is due is not significant. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. Amounts billed and due from our customers are classified as receivables on the Consolidated Balance Sheets. We make appropriate provisions for credit losses, which have historically been insignificant in relation to our net sales. Certain contracts with customers may have an element of variable consideration that is estimated when revenue is recognized under the contract. Variable consideration could include volume incentive rebates and performance guarantees. Rebates are based on achieving a certain level of purchases and other performance criteria that are documented in established distributor programs. These rebates are estimated based on projected sales to the customer and accrued as a reduction of net sales as they are earned by the customer. Sales, value added and other taxes collected with revenue-producing activities and remitted to governmental authorities are excluded from revenue. Depending on the terms of the arrangement, we may defer revenue for which we have a future obligation, which may include leases where the Company is the lessor, training, extended warranty, software subscriptions, maintenance and technical services, until such time that the obligation has been satisfied. We use an observable price, or a cost plus margin approach when one is not available, to determine the stand-alone selling price for separate performance obligations. We have elected to recognize the cost for shipping and handling as an expense when control of the product has passed to the customer. These costs are included within the Cost of products sold line on the Consolidated Statements of Income. Amounts billed to customers for shipping and handling are included within the Net sales line on the Consolidated Statements of Income. Performance Obligations The Company recognizes revenue when performance obligations identified under the terms of the contract with its customers are satisfied, which generally occurs upon the transfer of control in accordance with the contractual terms and conditions of sale. For most contracts with customers, this results in point-in-time revenue recognition once contractual shipping terms are fulfilled. Disaggregation of Revenue Refer to Note 9—Segment Information to the consolidated financial statements in Part II Item 8 of this Form 10-K for disaggregation of revenue by segment and product category, as we believe this best depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Lessor Arrangements The Company derives a portion of its revenue from various leasing contracts where the Company is the lessor, primarily managed fire service contracts. Such arrangements provide for recurring payments throughout the contract term. These payments cover equipment provided in addition to several services which include maintenance and interest. 48 Table of Contents Managed fire service contracts meet the criteria to be accounted for as sales-type leases. Under ASC 842, Leases , these contracts contain both lease and non-lease components. For a component to be separate, the customer would be able to benefit from the right of use of the component separately or with other resources readily available to the customer and the right of the use is not highly dependent or highly interrelated with the other rights to use the other underlying assets or components. For managed fire service contracts, revenue from equipment provided is considered a lease component and recognized with point in time revenue recognition upon lease commencement. Upon the recognition of such revenue, an asset is established for the investment in sales-type leases. Maintenance revenue, which is considered a non-lease component, and interest are recognized monthly over the lease term. As of December 31, 2025, remaining maintenance performance obligations for managed fire service contracts were $ 29.3 million, which are expected to be recognized to revenue over the remaining contract lives which are primarily less than 3 years. Lease revenues and interest earned by the Company, included in the Consolidated Statements of Income, were not material to any of the years ended December 31, 2025, 2024 and 2023. Net investment in sales-type leases of $ 5.7 million and $ 7.5 million were included in Prepaid expenses and other current assets and Other noncurrent assets, respectively, in the Consolidated Balance Sheets as of December 31, 2025. These amounts at December 31, 2025, are expected to be collected over the remaining life of each contract. Practical Expedients and Exemptions We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. We do not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be one year or less. We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administrative expenses in our Consolidated Statements of Income. Note 3— Cash and Cash Equivalents Several of the Company's subsidiaries participate in a notional cash pooling arrangement to manage global liquidity requirements. As part of a master netting arrangement, the participants combine their cash balances in pooling accounts at the same financial institution with the ability to offset bank overdrafts of one participant against positive cash account balances held by another participant. Under the terms of the master netting arrangement, the financial institution has the right, ability and intent to offset a positive balance in one account against an overdrawn amount in another account. Amounts in each of the accounts are unencumbered and unrestricted with respect to use. As such, the net cash balance related to this pooling arrangement is included in Cash and cash equivalents in the Consolidated Balance Sheets. The Company's net cash pool position consisted of the following: (In thousands) December 31, 2025 Gross cash pool position $ 86,392 Less: cash pool borrowings ( 83,118 ) Net cash pool position $ 3,274 Note 4— Restructuring Charges During the years ended December 31, 2025, 2024 and 2023, we recorded restructuring charges of $ 3.9 million, $ 6.4 million and $ 9.9 million, respectively. These charges were primarily related to our ongoing initiatives to adjust our cost structure, improve productivity, and right-size the organization in response to macroeconomic conditions. Americas segment restructuring charges of $ 1.2 million during the year ended December 31, 2025, were to right-size the organization in response to macroeconomic conditions. International segment restructuring charges of $ 1.7 million during the year ended December 31, 2025, were related to ongoing initiatives to optimize our manufacturing footprint and right-size the organization in response to macroeconomic conditions. Corporate related restructuring charges of $ 1.0 million during the year ended December 31, 2025, were to right-size the organization in response to macroeconomic conditions. 49 Table of Contents Americas segment restructuring charges of $ 1.6 million during the year ended December 31, 2024, were related to manufacturing footprint optimization activities. International segment restructuring charges of $ 3.5 million during the year ended December 31, 2024, were related to ongoing initiatives to optimize our manufacturing footprint and improve productivity as well as management restructuring. Corporate related restructuring charges of $ 1.3 million during the year ended December 31, 2024, were related to management restructuring. Americas segment restructuring charges of $ 3.1 million during the year ended December 31, 2023, were related to manufacturing footprint optimization activities. International segment restructuring charges of $ 4.7 million during the year ended December 31, 2023, were related to ongoing initiatives to drive profitable growth and improve productivity. Corporate related restructuring charges of $ 2.1 million during the year ended December 31, 2023, were related to footprint optimization activities and management restructuring. Activity and reserve balances for restructuring charges were as follows: (in millions) Americas segment International segment Corporate Total Reserve balances at January 1, 2023 $ 1.7 $ 12.8 $ 0.5 $ 15.0 Restructuring charges 3.1 4.7 2.1 9.9 Currency translation and other adjustments ( 0.1 ) 0.1 — — Cash payments / utilization ( 3.9 ) ( 8.6 ) ( 2.6 ) ( 15.1 ) Reserve balances at December 31, 2023 $ 0.8 $ 9.0 $ — $ 9.8 Restructuring charges 1.6 3.5 1.3 6.4 Currency translation and other adjustments ( 0.1 ) ( 0.3 ) — ( 0.4 ) Cash payments / utilization ( 2.1 ) ( 9.0 ) ( 1.3 ) ( 12.4 ) Reserve balances at December 31, 2024 $ 0.2 $ 3.2 $ — $ 3.4 Restructuring charges 1.2 1.7 1.0 3.9 Currency translation and other adjustments — 0.4 — 0.4 Cash payments / utilization ( 0.6 ) ( 2.8 ) ( 1.0 ) ( 4.4 ) Reserve balances at December 31, 2025 $ 0.8 $ 2.5 $ — $ 3.3 Restructuring reserves at December 31, 2025 and 2024 are included in Other current liabilities in our Consolidated Balance Sheets. Note 5— Inventories The following table sets forth the components of inventory: December 31, (In thousands) 2025 2024 Raw materials and supplies $ 228,374 $ 190,027 Finished products 99,266 93,356 Work in process 15,395 13,413 Total inventories $ 343,035 $ 296,796 50 Table of Contents Note 6— Property, Plant, and Equipment The following table sets forth the components of property, plant and equipment: December 31, (In thousands) 2025 2024 Land $ 9,549 $ 4,235 Buildings 212,145 142,605 Machinery and equipment 565,082 512,894 Construction in progress 24,964 25,451 Total 811,740 685,185 Less accumulated depreciation ( 528,677 ) ( 473,320 ) Property, plant and equipment, net $ 283,063 $ 211,865 51 Table of Contents Note 7— Reclassifications Out of Accumulated Other Comprehensive Loss MSA Safety Incorporated (In thousands) 2025 2024 2023 Pension and other post-retirement benefits (a) Balance at beginning of period $ ( 11,390 ) $ ( 42,652 ) $ ( 50,335 ) Unrecognized net actuarial gains 40,868 39,049 8,654 Tax expense ( 10,095 ) ( 9,579 ) ( 1,514 ) Total other comprehensive gain before reclassifications, net of tax 30,773 29,470 7,140 Amounts reclassified from accumulated other comprehensive loss into net income: Amortization of prior service cost (credit) (Note 16) 650 ( 42 ) ( 84 ) Recognized net actuarial losses (Note 16) 1,759 2,482 812 Tax benefit ( 608 ) ( 648 ) ( 185 ) Total amount reclassified from accumulated other comprehensive loss, net of tax, into net income 1,801 1,792 543 Total other comprehensive income $ 32,574 $ 31,262 $ 7,683 Balance at end of period $ 21,184 $ ( 11,390 ) $ ( 42,652 ) Foreign currency forward cash flow hedges Balance at beginning of period $ — $ — $ — Unrealized losses on cash flow hedges (Note 19) ( 215 ) — — Balance at end of period $ ( 215 ) $ — $ — Available-for-sale securities Balance at beginning of period $ — $ — $ ( 2 ) Unrealized gains on available-for-sale securities (Note 20) — — 2 Balance at end of period $ — $ — $ — Foreign currency translation Balance at beginning of period $ ( 130,259 ) $ ( 86,597 ) $ ( 108,380 ) Reclassification of currency translation from accumulated other comprehensive loss into net income (b) ( 764 ) ( 1,200 ) 101 Foreign currency translation adjustments 68,273 ( 42,462 ) 21,682 Balance at end of period $ ( 62,750 ) $ ( 130,259 ) $ ( 86,597 ) (a) Reclassifications out of accumulated other comprehensive loss (AOCL) and into net income are included in the computation of net periodic pension and other post-retirement benefit costs (refer to Note 16—Pensions and Other Post-retirement Benefits). (b) Reclassifications out of AOCL and into net income relate primarily to the recognition of non-cash net cumulative translation (gains)/losses associated with certain foreign subsidiaries. The reclassifications are included in Currency exchange losses, net, within the Consolidated Statements of Income. 52 Table of Contents Note 8— Capital Stock Preferred Stock — The Company has authorized 100,000 shares of $ 50 par value 4.5 % cumulative preferred nonvoting stock which is callable at $ 52.50 . There were 71,340 shares issued and 52,998 shares held in treasury at both December 31, 2025 and 2024. The Treasury shares at cost line of the Consolidated Balance Sheets includes $ 1.8 million related to preferred stock. There were no shares of preferred stock purchased and subsequently held in treasury during the years ended December 31, 2025, or 2024. The Company has also authorized 1,000,000 shares of $ 10 par value second cumulative preferred voting stock. No shares have been issued as of December 31, 2025 or 2024. Common Stock — The Company has authorized 180,000,000 shares of no par value common stock. There were 62,081,391 shares issued as of December 31, 2025 and December 31, 2024. No new shares were issued during the years ended December 31, 2025, or 2024. There were 38,912,629 and 39,260,080 shares outstanding at December 31, 2025 and 2024, respectively. Treasury Shares — The Company's 2024 stock repurchase program authorizes up to $ 200.0 million to repurchase MSA common stock in the open market and in private transactions. The share repurchase program has no expiration date. The maximum number of shares that may be purchased is calculated based on the dollars remaining under the program and the respective month-end closing share price. Under this and prior stock repurchase programs, there were 501,420 shares repurchased during 2025, 166,292 shares repurchased during 2024, and no shares repurchased during 2023. There were 23,168,762 and 22,821,311 Treasury shares at December 31, 2025 and 2024, respectively. The Company issues Treasury shares for all stock based benefit plans. Shares are issued from Treasury at the average Treasury share cost on the date of the transaction. There were 216,350 and 149,179 Treasury shares issued for these purposes during the years ended December 31, 2025 and 2024, respectively. 53 Table of Contents Common stock activity is summarized as follows: Shares Dollars (Dollars in thousands) Issued Treasury Common Stock Treasury Cost (a) Balance at January 1, 2023 62,081,391 ( 22,868,327 ) $ 281,980 $ ( 359,838 ) Restricted stock awards — 40,856 ( 643 ) 643 Restricted stock expense — — 9,476 — Restricted stock forfeitures — — ( 1,414 ) — Stock options exercised — 31,394 970 503 Stock option expense — — 11 — Stock option forfeitures — — ( 11 ) — Performance stock issued — 53,407 ( 855 ) 855 Performance stock expense — — 23,546 — Performance stock forfeitures — — ( 1,585 ) — Employee stock purchase plan shares issued — 7,140 849 114 Treasury shares purchased — ( 28,649 ) — ( 3,961 ) Balances December 31, 2023 62,081,391 ( 22,764,179 ) $ 312,324 $ ( 361,684 ) Restricted stock awards — 52,098 ( 842 ) 842 Restricted stock expense — — 15,769 — Restricted stock forfeitures — — ( 4,530 ) — Stock options exercised — 10,666 327 174 Stock option expense — — 41 — Stock option forfeitures — — ( 41 ) — Performance stock issued — 77,544 ( 1,256 ) 1,256 Performance stock expense — — 8,394 — Performance stock forfeitures — — ( 1,634 ) — Employee stock purchase expense — — 186 — Employee stock purchase plan shares issued — 8,871 1,215 148 Treasury shares purchased — ( 40,019 ) — ( 7,408 ) Share repurchase program — ( 166,292 ) — ( 29,932 ) Balances December 31, 2024 62,081,391 ( 22,821,311 ) $ 329,953 $ ( 396,604 ) Restricted stock awards — 69,691 ( 1,288 ) 1,288 Restricted stock expense — — 12,202 — Restricted stock forfeitures — — ( 2,223 ) — Stock options exercised — 12,776 334 235 Stock option forfeitures — — ( 1 ) — Performance stock issued — 118,605 ( 2,109 ) 2,109 Performance stock expense — — 8,041 — Performance stock forfeitures — — ( 3,179 ) — Employee stock purchase plan shares issued — 15,278 1,756 286 Employee stock purchase plan expense — — 356 — Treasury shares purchased — ( 62,381 ) — ( 10,570 ) Share repurchase program — ( 501,420 ) — ( 79,992 ) Balances December 31, 2025 62,081,391 ( 23,168,762 ) $ 343,842 $ ( 483,248 ) (a) Excludes treasury cost related to preferred stock. 54 Table of Contents Note 9— Segment Information The Company is organized into four geographical operating segments that are based on management responsibilities: Northern North America; Latin America; Europe, Middle East & Africa; and Asia Pacific. The operating segments have been aggregated (based on economic similarities, the nature of their products and solutions, end-user markets and methods of distribution) into two reportable segments: Americas and International. The Americas segment is comprised of our operations in Northern North America and Latin America geographies. The International segment is comprised of our operations in all geographies outside of the Americas. Certain global expenses are allocated to each segment in a manner consistent with where the benefits from the expenses are derived. General and administrative expenses incurred in our corporate headquarters, costs associated with corporate development initiatives, legal expense, interest expense, foreign exchange gains or losses and other centrally-managed costs are considered corporate expenses and are not allocated to the reportable segments. The Company's sales are allocated to each segment based primarily on the country destination of the end-customer. The Company adopted ASU No. 2023-07 (“ASU 2023-07”), Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures for the year ended December 31, 2024 and applied it retrospectively for all prior periods presented. Adjusted operating income is the measure used by the chief operating decision maker, identified as our President and Chief Executive Officer, to evaluate reportable segment performance and identify opportunities when allocating resources. Adjusted operating income is defined as operating income excluding restructuring charges, currency exchange, product liability expense, loss on divestiture of Mine Safety Appliances Company, LLC ("MSA LLC"), net cost for product-related legal matter, transaction costs and acquisition-related amortization. The accounting principles applied at the operating segment level in determining the segment measure of profit or loss are the same as those applied at the consolidated financial statement level. Sales and transfers between operating segments are accounted for at market-based transaction prices and are eliminated in consolidation. 55 Table of Contents Reportable segment information is presented in the following table: (In thousands) Americas International Corporate/Reconciling Items (a) Consolidated Totals 2025 Net sales to external customers $ 1,261,841 $ 612,973 $ — $ 1,874,814 Less: Cost of products sold 644,402 346,683 — Selling, general and administrative 214,011 146,364 43,412 Research and development 38,670 26,674 — Adjusted operating income $ 364,758 $ 93,252 Noncash items: Depreciation and amortization 47,530 22,864 1,197 $ 71,591 Pension (income) expense ( 17,799 ) 3,823 — ( 13,976 ) Total Assets 1,621,335 935,830 ( 2,791 ) (b) 2,554,374 Capital expenditures 34,479 13,804 20,155 68,438 2024 Net sales to external customers $ 1,246,641 $ 561,499 $ — $ 1,808,140 Less: Cost of products sold 618,019 320,502 — Selling, general and administrative 208,753 129,683 50,385 Research and development 39,783 26,743 — Adjusted operating income $ 380,086 $ 84,571 Noncash items: Depreciation and amortization 46,289 17,164 880 64,333 Pension (income) expense ( 11,854 ) 3,707 — ( 8,147 ) Total Assets 1,480,124 682,816 42,844 2,205,784 Capital expenditures 31,546 19,091 3,586 54,223 2023 Net sales to external customers $ 1,235,594 $ 552,053 $ — $ 1,787,647 Less: Cost of products sold 619,948 306,443 ( 128 ) Selling, general and administrative 215,236 128,720 51,724 Research and development 40,793 27,191 4 Adjusted operating income $ 359,617 $ 89,699 Noncash items: Depreciation and amortization 44,170 15,760 843 60,773 Pension (income) expense ( 11,873 ) 3,958 — ( 7,915 ) Total Assets 1,433,244 734,856 2,050 2,170,150 Capital expenditures 28,011 13,341 1,412 42,764 (a) Corporate/Reconciling items consist primarily of corporate expenses and other items not directly attributable to reportable segments. (b) Negative Corporate and reconciling items assets driven primarily by bank overdrafts under our notional cash pooling arrangement. Refer to Note 3—Cash and Cash Equivalents for further details. 56 Table of Contents A reconciliation of total Adjusted operating income from reportable segments to Income before income taxes is presented in the following table: (In thousands) 2025 2024 2023 Adjusted operating income $ 458,010 $ 464,657 $ 449,316 Less: Corporate Expenses 43,412 50,385 51,600 Restructuring charges (Note 4) 3,897 6,397 9,892 Currency exchange losses, net 15,801 3,638 17,079 Interest expense 31,799 36,889 46,733 Other income, net (Note 17) ( 26,379 ) ( 22,718 ) ( 22,101 ) Acquisition-related amortization 12,615 9,174 9,246 Transaction costs (a) 10,467 886 965 Net cost for product-related legal matter — 5,000 — Loss on divestiture of MSA LLC (Note 21) — — 129,211 Product liability expense (Note 21) — — 3 Income before income taxes $ 366,398 $ 375,006 $ 206,688 (a) Transaction costs include advisory, legal, accounting, valuation, and other professional or consulting fees incurred during our evaluation of or in connection with acquisitions and divestitures. These costs are included in Selling, general and administrative expense in the Consolidated Statements of Operations. Geographic information on Net sales to external customers, based on country of origin: (In thousands) 2025 2024 2023 United States $ 943,363 $ 954,979 $ 961,062 Other 931,451 853,161 826,585 Total $ 1,874,814 $ 1,808,140 $ 1,787,647 Geographic information on tangible long-lived assets, net, based on country of origin: (In thousands) 2025 2024 2023 United States $ 177,507 $ 160,760 $ 156,937 Germany 65,230 17,198 18,596 United Kingdom 28,627 30,274 24,740 Other 68,629 59,716 64,902 Total $ 339,993 $ 267,948 $ 265,175 57 Table of Contents Total Net sales by product category was as follows: 2025 Consolidated Americas International (In thousands) Dollars Percent Dollars Percent Dollars Percent Detection (a) $ 763,393 41 % $ 501,784 40 % $ 261,609 43 % Fire Service (b) 647,474 34 % 446,245 35 % 201,229 33 % Industrial PPE and Other (c) 463,947 25 % 313,812 25 % 150,135 24 % Total $ 1,874,814 100 % $ 1,261,841 100 % $ 612,973 100 % 2024 Consolidated Americas International (In thousands) Dollars Percent Dollars Percent Dollars Percent Detection (a) $ 642,792 36 % $ 426,839 34 % $ 215,953 38 % Fire Service (b) 712,684 39 % 507,738 41 % 204,946 36 % Industrial PPE and Other (c) 452,664 25 % 312,064 25 % 140,600 26 % Total $ 1,808,140 100 % $ 1,246,641 100 % $ 561,499 100 % 2023 Consolidated Americas International (In thousands) Dollars Percent Dollars Percent Dollars Percent Detection (a) $ 634,915 36 % $ 419,312 34 % $ 215,603 39 % Fire Service (b) 684,224 38 % 501,676 41 % 182,548 33 % Industrial PPE and Other (c) 468,508 26 % 314,606 25 % 153,902 28 % Total $ 1,787,647 100 % $ 1,235,594 100 % $ 552,053 100 % (a) Detection includes Fixed Gas and Flame Detection and Portable Gas Detection. Detection includes sales from the M&C acquisition from May 6 th , 2025 onward (Americas and International). Refer to Note 15—Acquisitions for further information. (b) Fire Service includes Breathing Apparatus and Firefighter Helmets and Protective Apparel. (c) Industrial PPE and Other includes Industrial Head Protection, Fall Protection and other. 58 Table of Contents Note 10— Earnings per Share Basic earnings per share attributable to MSA Safety Incorporated common shareholders is computed by dividing net income, after the deduction of preferred stock dividends and undistributed earnings allocated to participating securities, by the weighted average number of common shares outstanding during the period. Diluted earnings per share assumes the issuance of common stock for all potentially dilutive share equivalents outstanding not classified as participating securities. Participating securities are defined as unvested stock-based compensation awards that contain nonforfeitable rights to dividends. (In thousands, except per share amounts) 2025 2024 2023 Net income $ 278,924 $ 284,967 $ 58,583 Preferred stock dividends ( 41 ) ( 41 ) ( 41 ) Net income available to common equity 278,883 284,926 58,542 Dividends and undistributed earnings allocated to participating securities ( 26 ) ( 24 ) ( 26 ) Net income available to common shareholders $ 278,857 $ 284,902 $ 58,516 Basic weighted-average shares outstanding 39,216 39,371 39,307 Stock options and other stock-based awards 130 164 166 Diluted weighted-average shares outstanding 39,346 39,535 39,473 Antidilutive stock-based awards — — — Earnings per share: Basic $ 7.11 $ 7.24 $ 1.49 Diluted $ 7.09 $ 7.21 $ 1.48 Note 11— Income Taxes The Company adopted ASU No. 2023-09 (“ASU 2023-09”), Improvements to Income Tax Disclosures , applying it prospectively for the year ended December 31, 2025. (In thousands) 2025 2024 2023 Components of income before income taxes U.S. income $ 242,979 $ 243,129 $ 80,229 Non-U.S. income 123,419 131,877 126,459 Income before income taxes $ 366,398 $ 375,006 $ 206,688 Provision for income taxes Current Federal $ 46,980 $ 47,060 $ 49,642 State 9,981 12,868 9,510 Non-U.S. 35,475 30,209 27,101 Total current provision $ 92,436 $ 90,137 $ 86,253 Deferred Federal $ 2,666 $ ( 3,141 ) $ 54,272 State ( 1,503 ) 1,046 12,914 Non-U.S. ( 6,125 ) 1,997 ( 5,334 ) Total deferred provision (benefit) ( 4,962 ) ( 98 ) 61,852 Provision for income taxes $ 87,474 $ 90,039 $ 148,105 59 Table of Contents Below is a tabular rate reconciliation pursuant to the disclosure requirements of ASU 2023-09 for the year ended December 31, 2025: 2025 (in thousands, except percentages) Amount Percent U.S. federal statutory income tax $ 76,944 21.0 % State and local income taxes, net of federal income tax effect (1) 6,652 1.8 % Foreign tax effects 5,700 1.6 % Nontaxable or nondeductible items 2,606 0.7 % Effect of cross-border tax laws ( 149 ) — % Tax credits ( 3,891 ) ( 1.1 ) % Changes in unrecognized tax benefits ( 420 ) ( 0.1 ) % Other 32 — % Provision for income taxes $ 87,474 23.9 % (1) The states that contribute to the majority (greater than 50%) of the tax effect in this category include California, Illinois, Maryland, Indiana, New Hampshire, Pennsylvania and Wisconsin. Below is a reconciliation of the U.S. federal income tax rates to the Company's effective tax rate for the years ended December 21, 2024 and 2023: 2024 2023 U.S. federal income tax rate 21.0 % 21.0 % State income taxes-U.S. 2.9 % 3.7 % Taxes on non-U.S. income 1.1 % ( 0.6 ) % Nondeductible compensation 0.5 % 1.9 % Divestiture (Note 21) — % 46.6 % Valuation allowances ( 1.2 ) % ( 0.2 ) % Research and development credit ( 0.7 ) % ( 0.8 ) % Employee share-based payments ( 0.2 ) % ( 0.4 ) % Taxes on non-U.S. income - U.S., Canadian & European reorganization ( 0.1 ) % ( 0.5 ) % Foreign exchange on entity closures ( 0.1 ) % — % Other 0.8 % 0.9 % Effective income tax rate 24.0 % 71.6 % Disclosed below is a summary of income taxes paid by jurisdiction pursuant to the disclosure requirements of ASU 2023-09 for the year ended December 31, 2025: (in thousands) 2025 United States - Federal $ 48,993 United States - State and local 11,798 Brazil 7,900 Switzerland 7,372 Germany 5,375 Other 20,167 Total $ 101,605 60 Table of Contents Components of deferred tax assets and liabilities: December 31, (In thousands) 2025 2024 Deferred tax assets Capitalized research and development $ 33,915 $ 31,030 Inventory 9,184 9,434 Net operating losses and tax credit carryforwards 8,078 6,715 Share-based compensation 5,039 6,149 Accrued expenses and other reserves 6,419 5,006 Reserve for doubtful accounts 1,391 1,071 Other 5,847 2,177 Total deferred tax assets 69,873 61,582 Valuation allowances ( 4,464 ) ( 4,815 ) Net deferred tax assets $ 65,409 $ 56,767 Deferred tax liabilities Goodwill and intangibles $ ( 98,104 ) $ ( 79,917 ) Employee benefits ( 54,923 ) ( 41,399 ) Property, plant and equipment ( 16,992 ) ( 15,461 ) Other ( 1,939 ) ( 1,501 ) Total deferred tax liabilities ( 171,958 ) ( 138,278 ) Net deferred taxes $ ( 106,549 ) $ ( 81,511 ) At December 31, 2025, we had net operating loss carryforwards of approximately $ 30.0 million. All net operating loss carryforwards without a valuation allowance may be carried forward for a period of at least six years . A reconciliation of the change in the tax liability for unrecognized tax benefits for the years ended December 31, 2025 and 2024 is as follows: (In thousands) 2025 2024 Beginning balance $ 1,270 $ 3,084 Adjustments for tax positions related to the current year — 51 Adjustments for tax positions related to prior years 3,347 ( 607 ) Settlements ( 194 ) ( 929 ) Statute expiration ( 138 ) ( 329 ) Ending balance $ 4,285 $ 1,270 The total amount of unrecognized tax benefits, if recognized, would reduce our future effective tax rate. We have $ 1.5 million in recognized tax benefits associated with these liabilities in 2025 and had no recognized tax benefits associated with these liabilities in 2024. We recognize interest related to unrecognized tax benefits in interest expense and penalties in operating expenses. Our liability for accrued interest and penalties related to uncertain tax positions was $ 0.5 million at December 31, 2025 and $ 0.2 million at December 31, 2024. We are subject to regular review and audit by both foreign and domestic tax authorities. While we believe our tax positions will be sustained, the final outcome of tax audits and related litigation may differ materially from the tax amounts recorded in our consolidated financial statements. On July 4, 2025, the United States enacted into law the One, Big, Beautiful Bill Act ("the Act"). The Act makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. The Act has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Act did not have a material impact on the financial statements in 2025. 61 Table of Contents We file income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. With few exceptions, we are no longer subject to U.S. federal, state, and local, or non-U.S. income tax examinations by tax authorities for years prior to 2021. The Organization for Economic Co-operation and Development (OECD) framework for a global minimum corporate tax rate of 15% for companies with global revenues above €750.0 million (referred to as Pillar 2), with effective dates beginning in January 2024, has been enacted by a number of foreign jurisdictions. We meet the overall revenue threshold and fall within the scope of Pillar 2. As such, we have complied with the requirements of the legislation and the application of Pillar 2 resulted in additional tax expense of $ 2.2 million and $ 1.1 million, for the years ended December 31, 2025 and 2024, respectively. Note 12— Stock Plans The 2023 Management Equity Incentive Plan and its predecessor, the 2016 Management Equity Incentive Plan, provide for various forms of stock-based compensation for eligible employees through, in the case of the 2023 Management Equity Incentive Plan, May 2033, including stock options, restricted stock awards, restricted stock units and performance stock units. The 2024 Non-Employee Directors' Equity Incentive Plan and its predecessor, the 2017 Non-Employee Directors’ Equity Incentive Plan provides for grants of stock options and restricted stock to non-employee directors through, in the case of the 2024 Non-Employee Directors' Equity Incentive Plan, May 2034. Stock options are granted at market prices and expire after ten years . The 2014 MSA Employee Stock Purchase Plan (“ESPP”) permits eligible employees to purchase the Company's shares of common stock at a 15 % discount from fair market value, semi-annually, from the stock market. The ESPP plan is considered a compensatory plan. The discount is recorded as a component of selling, general and administrative expense in the Company's Consolidated Statements of Operations. As of December 31, 2025, there were 1,612,699 ; 79,844 ; and 53,126 shares, respectively, reserved for future grants under the management and non-employee directors’ equity incentive and employee stock purchase plans. Stock options are exercisable beginning three years after the grant date. Restricted stock and restricted stock units are granted without payment to the Company and generally vest three years after the grant date. Restricted stock and restricted stock units are valued at the market value of the stock on the grant date. Performance stock units with a market condition are valued at an estimated fair value using a Monte Carlo simulation model. The final number of shares to be issued for performance stock units may range from zero to 240 % of the target award based on achieving the specified performance targets over the performance period and further range based upon the achieved market metric over the performance period. In general, unvested stock options, restricted stock and performance stock units are forfeited if the participant’s employment with the Company terminates for any reason other than retirement, death or disability. We issue Treasury shares for stock option exercises and grants of restricted stock and performance stock. Please refer to Note 8—Capital Stock for further information regarding stock compensation share issuance. Stock-based compensation expense was as follows: (In thousands) 2025 2024 2023 Restricted stock units $ 9,979 $ 11,239 $ 8,062 Performance stock units 4,862 6,760 21,961 Employee stock purchase program 356 186 — Total stock-compensation expense before income taxes 15,197 18,185 30,023 Income tax benefit 3,632 4,492 7,356 Total stock-compensation expense, net of income tax benefit $ 11,565 $ 13,693 $ 22,667 We did not capitalize any stock-based compensation expense, and all expense is included in Selling, general and administrative expense in the Consolidated Statements of Income. 62 Table of Contents A summary of option activity follows: Shares Weighted Average Exercise Price Exercisable at Year-end Outstanding January 1, 2023 58,156 $ 46.48 Exercised ( 31,394 ) 46.90 Forfeited ( 226 ) 49.44 Outstanding December 31, 2023 26,536 45.95 26,536 Exercised ( 10,666 ) 46.93 Forfeited ( 852 ) 48.65 Outstanding December 31, 2024 15,018 45.10 15,018 Exercised ( 12,776 ) 44.53 Forfeited ( 25 ) 54.29 Outstanding December 31, 2025 2,217 $ 48.30 2,217 For various exercise price ranges, characteristics of outstanding and exercisable stock options at December 31, 2025, were as follows: Stock Options Outstanding and Exercisable Range of Exercise Prices Shares Weighted-Average Exercise Price Remaining Life $ 33.01 – $ 45.00 500 $ 44.50 0.08 $ 45.01 – $ 57.93 1,717 49.41 2.01 $ 33.01 – $ 57.93 2,217 $ 48.30 1.58 Cash received from the exercise of stock options was $ 0.6 million, $ 0.5 million and $ 1.5 million for the years ended December 31, 2025, 2024 and 2023, respectively. The tax benefit we realized from these exercises was $ 0.7 million, $ 0.6 million and $ 0.9 million for the years ended December 31, 2025, 2024 and 2023, respectively. Stock options become exercisable when they are vested. The aggregate intrinsic value of stock options exercisable and outstanding at December 31, 2025 was $ 0.2 million. Restricted stock awards and restricted stock units are valued at the market value of the stock on the grant date. A summary of restricted stock unit activity follows: Shares Weighted Average Grant Date Fair Value Unvested January 1, 2023 145,886 $ 137.36 Granted 81,150 142.92 Vested ( 43,107 ) 126.27 Forfeited ( 10,078 ) 140.28 Unvested at December 31, 2023 173,851 142.73 Granted 84,282 178.50 Vested ( 50,840 ) 163.66 Forfeited ( 27,709 ) 163.49 Unvested at December 31, 2024 179,584 150.39 Granted 73,130 160.33 Vested ( 69,704 ) 138.75 Forfeited ( 14,623 ) 152.04 Unvested at December 31, 2025 168,387 $ 159.38 63 Table of Contents A summary of performance stock unit activity follows: Shares Weighted Average Grant Date Fair Value Unvested at January 1, 2023 178,760 $ 146.28 Granted 77,654 132.39 Vested ( 53,407 ) 127.36 Performance adjustments ( 3,009 ) 127.40 Forfeited ( 10,777 ) 147.06 Unvested at December 31, 2023 189,221 146.17 Granted 40,787 177.34 Vested ( 77,544 ) 174.13 Performance adjustments 20,488 194.10 Forfeited ( 10,956 ) 149.16 Unvested at December 31, 2024 161,996 146.50 Granted 63,964 162.61 Vested ( 118,605 ) 143.47 Performance adjustments 64,457 143.49 Forfeited ( 20,260 ) 156.89 Unvested at December 31, 2025 151,552 $ 153.00 The 2025 performance adjustments above relate primarily to 2022 performance unit awards which vested in the first quarter of 2025 at 220 % of the target award based on both cumulative performance against EBITDA margin and revenue growth targets and MSA's TSR during the three-year performance period. During the years ended December 31, 2025, 2024 and 2023, the total intrinsic value of stock options exercised (the difference between the market price on the date of exercise and the option price paid to exercise the option) was $ 1.4 million, $ 1.5 million and $ 3.7 million, respectively. The fair values of restricted stock vested during the years ended December 31, 2025, 2024 and 2023 were $ 9.7 million, $ 8.3 million and $ 5.4 million, respectively. The fair value of performance stock units vested during the years ended December 31, 2025, 2024 and 2023 was $ 17.0 million, $ 13.5 million and $ 6.8 million, respectively. On December 31, 2025, there was $ 17.3 million of unrecognized stock-based compensation expense. The weighted average period over which this expense is expected to be recognized was approximately 1.5 years. Note 13— Long-Term Debt Long-Term Debt December 31, (In thousands) 2025 2024 2016 Senior Notes payable through 2031, 3.40 %, net of debt issuance costs $ 49,278 $ 53,400 2021 Senior Notes payable through 2036, 2.69 %, net of debt issuance costs 99,776 99,754 2021 Senior Notes payable through 2036, 2.69 %, net of debt issuance costs 99,776 99,754 Senior revolving credit facility maturing in 2030, net of debt issuance costs 282,137 — 2023 Term Loan credit agreement maturing in 2026, net of debt issuance costs — 205,152 2023 Senior Notes payable through 2028, 5.25 %, net of debt issuance costs 49,967 49,953 Total 580,934 508,013 Amounts due within one year 8,225 26,391 Long-term debt, net of debt issuance costs $ 572,709 $ 481,622 64 Table of Contents On April 1, 2025, the Company entered into a Fifth Amended and Restated Credit Agreement (the “Revolving Credit Facility" or "Facility”) with a capacity of $ 1.3 billion. Under the amended agreement, the Company may elect either a Base rate of interest (“BASE”) or an interest rate based on Secured Overnight Financing Rate (“SOFR”). The BASE is a daily fluctuating per annum rate equal to the highest of (i) the Overnight Bank Funding Rate, plus 0.5 %, (ii) the Prime Rate (iii) the Daily Simple SOFR rate, plus 1.00 %. The Company pays a credit spread of 0 to 175 basis points based on the Company’s net leverage ratio and elected rate (BASE or SOFR). The Company has a weighted average revolver interest rate of 4.56 % as of December 31, 2025. At December 31, 2025, $ 1.0 billion of the existing $ 1.3 billion Revolving Credit Facility was unused, including letters of credit issued under the facility. The facility also provides an accordion feature that allows the Company to access an additional $ 500.0 million of capacity pending approval by MSA’s board of directors and from the bank group. On July 1, 2024, the Company entered into Amendment No. 3 to the Third Amended and Restated Multi-Currency Note Purchase and Private Shelf Agreement (the “Prudential Note Agreement”) with PGIM, Inc. (“Prudential”). The Prudential Note Agreement provided for (i) the issuance of $ 100.0 million of 2.69 % Series C Senior Notes due July 1, 2036 and (ii) the establishment of an uncommitted note issuance facility whereby the Company may request, subject to Prudential’s acceptance in its sole discretion, the issuance of up to $ 335.0 million aggregate principal amount of senior unsecured notes. The Company has outstanding £ 36.6 million (approximately $ 49.3 million at December 31, 2025) of 3.4 % Series B Senior Notes due January 22, 2031. Remaining maturities of this note are £ 6.1 million (approximately $ 8.2 million at December 31, 2025) due annually through January 2031. On July 1, 2024, the Company entered into Amendment No. 3 to the Second Amended and Restated Master Note Facility (the “NYL Note Facility”) with NYL Investors. The NYL Note Facility provided for (i) the issuance of $ 100.0 million of 2.69 % Series A Senior Notes due July 1, 2036 and (ii) the establishment of an uncommitted note issuance facility whereby the Company may request, subject to NYL Investors’ acceptance in its sole discretion, the issuance of up to $ 200.0 million aggregate principal amount of senior unsecured notes. Coincident with the amendment to the Revolving Credit Facility on April 1, 2025, the Company entered into Amendment No. 4 to the Prudential Note Agreement and Amendment No. 4 to the NYL Note Facility, in each case to conform to the changes made in the Revolving Credit Facility. On June 29, 2023, the Company issued $ 50 million of 5.25 % Series B Senior Notes due July 1, 2028, pursuant to the NYL Note Facility (the "Notes"). The Notes bear interest at 5.25 % per annum, payable semi-annually, and mature on July 1, 2028. The Notes provide for a principal payment of $ 25 million on July 1, 2027, with the remaining $ 25 million due on July 1, 2028. The Notes may be redeemed at the Company’s option prior to their maturity at a make-whole redemption price calculated as provided in the NYL Note Facility. The proceeds of the Notes were used on June 29, 2023, to pay down an equivalent amount of borrowings under the Company’s Revolving Credit Facility with PNC Bank, National Association, as Administrative Agent. On January 5, 2023, the Company entered into a new $ 250 million term loan facility (the "Term Loan Facility") to fund the divestiture of MSA LLC. In conjunction with the updated Revolving Credit Facility signed on April 1, 2025, MSA converted the balance of the Term Loan Facility to the Revolving Credit Facility, closing the Term Loan Facility. Under the agreement, the Company elected either BASE or an interest rate based on SOFR. The Company paid a credit spread of 0 to 200 basis points based on the Company's net leverage ratio and elected rate. The Revolving Credit Facility, Prudential Note Agreement and NYL Note Facility require the Company to comply with specified financial covenants, including a requirement to maintain a minimum fixed charges coverage ratio of not less than 1.50 to 1.00 and a consolidated leverage ratio not to exceed 3.50 to 1.00; except during an acquisition period, defined as four consecutive fiscal quarters beginning with the quarter of acquisition, in which case the consolidated net leverage ratio shall not exceed 4.00 to 1.00; in each case calculated on the basis of the trailing four fiscal quarters. In addition, the agreements contain negative covenants limiting the ability of the Company and its subsidiaries to incur additional indebtedness or issue guarantees, create or incur liens, make loans and investments, make acquisitions, transfer or sell assets, enter into transactions with affiliated parties, make changes in its organizational documents that are materially adverse to lenders or modify the nature of the Company's or its subsidiaries' business. As of December 31, 2025, MSA was in full compliance with the restrictive covenants under its various credit agreements. Approximate maturities on our long-term debt over the next five years are $ 8.2 million in 2026, $ 33.2 million in 2027 and 2028, $ 8.2 million in 2029, $ 293.5 million in 2030 and $ 208.2 million thereafter. 65 Table of Contents The Company had outstanding bank guarantees and standby letters of credit with banks as of December 31, 2025, totaling $ 9.7 million, of which $ 1.5 million relate to the revolving credit facility. The letters of credit serve to cover customer requirements in connection with certain sales orders and insurance companies. The Company is also required to provide cash collateral in connection with certain arrangements. At December 31, 2025, the Company has $ 0.9 million of restricted cash in support of these arrangements. On May 6, 2025, the Company acquired M&C in a transaction valued at approximately $ 189 million, net of cash acquired. Refer to Note 15—Acquisitions for further information. The acquisition was financed by $ 137.3 million under the Revolving Credit Facility and cash on hand. Note 14— Goodwill and Intangible Assets Changes in goodwill during the years ended December 31, 2025 and 2024, were as follows: (In thousands) 2025 2024 Balance at January 1 $ 620,895 $ 627,534 Additions and measurement period adjustments (Note 15) 91,616 — Currency translation 19,081 ( 6,639 ) Balance at December 31 $ 731,592 $ 620,895 At December 31, 2025, goodwill of $ 481.4 million and $ 250.2 million related to the Americas and International reportable segments, respectively. Changes in intangible assets, net of accumulated amortization, during the years ended December 31, 2025 and 2024, were as follows: (In thousands) 2025 2024 Net balance at January 1 $ 246,437 $ 266,134 Additions (Note 15) 66,568 — Amortization expense ( 20,658 ) ( 17,826 ) Currency translation 6,780 ( 1,871 ) Net balance at December 31 $ 299,127 $ 246,437 (In millions) December 31, 2025 December 31, 2024 Intangible Assets: Weighted Average Useful Life (years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships 20 $ 232.2 $ ( 69.9 ) $ 162.3 $ 179.7 $ ( 55.7 ) $ 124.0 Distribution agreements 20 65.7 ( 36.4 ) 29.3 65.7 ( 33.3 ) 32.4 Technology related assets 9 59.4 ( 39.7 ) 19.7 49.6 ( 35.5 ) 14.1 Patents, trademarks and copyrights 19 48.6 ( 21.0 ) 27.6 34.1 ( 18.2 ) 15.9 Other 3 3.1 ( 2.9 ) 0.2 2.8 ( 2.8 ) — Total 19 $ 409.0 $ ( 169.9 ) $ 239.1 $ 337.3 $ ( 150.9 ) $ 186.4 At December 31, 2025, the intangible assets balance includes a trade name related to the Globe acquisition with an indefinite life totaling $ 60.0 million. Intangible asset amortization expense over the next five years is expected to be approximately $ 21.9 million in 2026, $ 21.7 million in 2027, $ 21.3 million in 2028, $ 20.6 million in 2029, and $ 18.3 million in 2030. 66 Table of Contents Note 15— Acquisitions Acquisition of M&C On May 6, 2025, the Company acquired 100 % of the common stock of M&C in an all-cash transaction valued at approximately $ 189 million, net of cash acquired. Headquartered in Ratingen, Germany, M&C provides a comprehensive range of gas analysis systems that detect, measure and monitor gases in critical environments. M&C's product portfolio includes systems and solutions for gas sampling, gas conditioning, as well as advanced process control. M&C products and systems are used in a wide range of industries and applications, including energy, chemicals, utilities, manufacturing, food and beverage, and other industrial applications. M&C’s operating results are included in our consolidated financial statements from the acquisition date within the Americas and International reportable segments. The acquisition qualified as a business combination and was accounted for using the acquisition method of accounting. The following table summarizes the preliminary fair values of the M&C’s assets acquired and liabilities assumed at the date of the acquisition: (In millions) May 6, 2025 Current assets (including cash of $ 10.0 ) $ 38.8 Property, plant and equipment and other noncurrent assets 50.0 Customer relationships and other intangible assets 66.6 Goodwill 91.6 Total assets acquired $ 247.0 Deferred tax liability ( 24.9 ) Other liabilities ( 22.8 ) Total liabilities assumed $ ( 47.7 ) Net assets acquired $ 199.3 As of December 31, 2025, the purchase accounting for M&C is substantially complete, but subject to change based on management's continued review of estimates and assumptions reflected in preliminary valuation data or receipt of additional information related to tax balances and liabilities assumed. Assets acquired and liabilities assumed in connection with the acquisition were recorded at their preliminary fair values. Fair values were determined by management, based in part on an independent valuation performed by a third-party valuation specialist. The valuation methods used to determine the fair value of intangible assets included the excess earnings approach for customer relationships using customer inputs and contributory charges; the relief from royalty method for trade name and developed technologies and the cost approach for assembled workforce, which is included in goodwill. Assumptions and estimates were involved in the application of these valuation methods, including forecasted sales volumes and prices, royalty rates, costs to produce, tax rates and amortization tax benefits, capital spending, discount rates, customer attrition rates, technology obsolescence assumptions and working capital changes. Cash flow forecasts were generally based on M&C pre-acquisition forecasts, coupled with estimated MSA financial synergies. Identifiable intangible assets with finite lives are subject to amortization over their estimated useful lives. The customer relationships, developed technology, and trade name acquired in the M&C transaction are being amortized over periods of 20 years, 8 years, and 20 years, respectively. Estimated future amortization expense related to the identifiable intangible assets is approximately $ 4 million annually for 2026 through 2030, and $ 43.8 million thereafter. Goodwill was calculated as the excess of the purchase price over the fair value of net assets acquired and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. Among the factors that contributed to a purchase price in excess of the fair value of the net tangible and intangible assets acquired were the acquisition of an assembled workforce, the expected synergies and other benefits that we believe will result from combining the operations of M&C with our operations. Goodwill of $ 91.6 million related to the M&C acquisition was recorded, with $ 57.9 million and $ 33.7 million allocated to the International and Americas reportable segments, respectively. This Goodwill is nondeductible for tax purposes. 67 Table of Contents Our results as of December 31, 2025, include strategic acquisition costs of $ 10.5 million, including $ 9.2 million related to the M&C acquisition. Our results as of December 31, 2024 and 2023, include $ 0.9 million and $ 1.0 million, respectively, of strategic acquisition costs. These costs are reported in selling, general, and administrative expenses. The operating results of this acquisition have been included in our consolidated financial statements from the acquisition date through December 31, 2025. Our results as of December 31, 2025, include net sales and net loss of $ 41.0 million and $ 4.8 million, respectively, attributable to this acquisition. The following unaudited pro forma information presents our combined results as if the M&C acquisition had occurred on January 1, 2024. The unaudited pro forma financial information was prepared to give effect to events that are (1) directly attributable to the acquisition; (2) factually supportable; and (3) expected to have a continuing impact on the combined Company's results. There were no material transactions between MSA and M&C during the periods presented that are required to be eliminated in the unaudited pro forma condensed combined financial information. The unaudited pro forma condensed combined financial information does not reflect any cost savings, operating synergies, or revenue enhancements that the combined companies may achieve as a result of the acquisition or the costs to integrate the operations or the costs necessary to achieve cost savings, operating synergies, or revenue enhancements. (In millions, except per share amounts) 2025 2024 Net sales $ 1,893.3 $ 1,860.8 Net income $ 281.4 $ 291.9 Basic earnings per share $ 7.17 $ 7.41 Diluted earnings per share $ 7.15 $ 7.38 The unaudited pro forma combined financial information is presented for informational purposes only and is not intended to represent or be indicative of the combined results of operations or financial position that we would have reported had the acquisition been completed as of the date and for the periods presented, and should not be taken as representative of our consolidated results of operations or financial condition following the acquisition. In addition, the unaudited pro forma condensed combined financial information is not intended to project the future financial position or result of operations of the combined Company. The unaudited pro forma combined financial information was prepared using the acquisition method of accounting under existing U.S. GAAP. MSA has been treated as the acquirer. 68 Table of Contents Note 16— Pensions and Other Post-retirement Benefits We maintain various defined benefit and defined contribution plans covering the majority of our employees. Our principal U.S. plan is funded in compliance with the Employee Retirement Income Security Act ("ERISA"). It is our general policy to fund current costs for the international plans according to local requirements and general market practice. We provide health care benefits and limited life insurance for certain retired employees who are covered by our principal U.S. defined benefit pension plan until they become Medicare-eligible. Defined benefit pension plan and other post-retirement benefits plan information is provided in the following tables: Pension Benefits Other Benefits (In thousands) 2025 2024 2025 2024 Change in Benefit Obligations Benefit obligations at January 1 $ 474,484 $ 521,474 $ 22,046 $ 21,386 Service cost 8,118 9,214 124 176 Interest cost 24,178 23,307 1,104 994 Participant contributions 165 232 222 285 Plan amendments 605 ( 20 ) — — Actuarial (gains) losses (a) ( 5,524 ) ( 27,259 ) ( 569 ) 1,696 Benefits paid ( 29,818 ) ( 28,159 ) ( 2,269 ) ( 2,491 ) Settlements ( 2,282 ) ( 17,576 ) — — Acquisitions 8,554 — — — Currency translation 11,263 ( 6,729 ) — — Benefit obligations at December 31 $ 489,743 $ 474,484 $ 20,658 $ 22,046 Change in Plan Assets Fair value of plan assets at January 1 $ 580,364 $ 563,449 $ — $ — Actual return on plan assets 83,400 55,610 — — Employer contributions 6,644 7,877 2,047 2,206 Participant contributions 165 232 222 285 Settlements ( 2,282 ) ( 17,576 ) — — Benefits paid ( 29,818 ) ( 28,159 ) ( 2,269 ) ( 2,491 ) Administrative expenses paid ( 56 ) ( 62 ) — — Currency translation 546 ( 1,007 ) — — Fair value of plan assets at December 31 $ 638,963 $ 580,364 $ — $ — Funded Status Funded status at December 31 $ 149,220 $ 105,880 $ ( 20,658 ) $ ( 22,046 ) Unrecognized prior service cost 794 728 — — Unrecognized net actuarial (gains) losses ( 1,252 ) 40,339 5,584 6,804 Net amount recognized $ 148,762 $ 146,947 $ ( 15,074 ) $ ( 15,242 ) Amounts Recognized in the Balance Sheets Noncurrent assets $ 279,450 $ 224,638 $ — $ — Current liabilities ( 8,522 ) ( 7,474 ) ( 1,963 ) ( 2,145 ) Noncurrent liabilities ( 121,708 ) ( 111,284 ) ( 18,695 ) ( 19,901 ) Net amount recognized $ 149,220 $ 105,880 $ ( 20,658 ) $ ( 22,046 ) Amounts Recognized in Accumulated Other Comprehensive Loss Net actuarial (gains) losses $ ( 1,252 ) $ 40,339 $ 5,584 $ 6,804 Prior service cost 794 728 — — Total (before tax effects) $ ( 458 ) $ 41,067 $ 5,584 $ 6,804 Accumulated Benefit Obligations for all Defined Benefit Plans $ 464,203 $ 442,734 $ — $ — (a) Actuarial (gains) losses for both periods relate primarily to the increase in discount rates used in measuring plan obligations as of December 31, 2025, and 2024, respectively. 69 Table of Contents Pension Benefits Other Benefits (In thousands) 2025 2024 2023 2025 2024 2023 Components of Net Periodic Benefit (Income) Cost Service cost $ 8,118 $ 9,214 $ 7,587 $ 124 $ 176 $ 214 Interest cost 24,178 23,307 23,775 1,104 994 1,090 Expected return on plan assets ( 48,030 ) ( 42,832 ) ( 39,639 ) — — — Amortization of prior service cost (credit) 650 142 161 — ( 184 ) ( 245 ) Recognized net actuarial losses 1,091 1,103 186 651 460 550 Settlement/curtailment loss 17 919 15 — — — Net periodic benefit (income) cost (a) $ ( 13,976 ) $ ( 8,147 ) $ ( 7,915 ) $ 1,879 $ 1,446 $ 1,609 (a) Components of net periodic benefit (income) cost other than service cost are included in the line item Other income, net, and service costs are included in the line items Cost of products sold and Selling, general and administrative in the Consolidated Statements of Income. The Company utilizes a spot rate approach, which discounts the individual plan specific expected cash flows underlying the service and interest cost using the applicable spot rates derived from a yield curve used in the determination of the benefit obligation to the relevant projected cash flows. For plans where the discount rate is not derived from plan specific expected cash flows, the Company uses a single weighted-average discount rate derived from the yield curve used to measure the projected benefit obligation at the beginning of the period for measuring both the projected benefit obligations and the service and interest cost components of net periodic benefit cost for pension and other post-retirement benefits. Information for pension plans with an accumulated benefit obligation in excess of plan assets: Pension Benefits (In thousands) 2025 2024 Aggregate accumulated benefit obligations (ABO) $ 128,023 $ 117,299 Aggregate fair value of plan assets 2,416 3,334 Information for pension plans with a projected benefit obligation in excess of plan assets: Pension Benefits (In thousands) 2025 2024 Aggregate projected benefit obligations (PBO) $ 132,646 $ 122,092 Aggregate fair value of plan assets 2,416 3,334 Pension Benefits Other Benefits 2025 2024 2025 2024 Assumptions used to determine benefit obligations Average discount rate 5.37 % 5.35 % 5.09 % 5.49 % Rate of compensation increase 2.97 % 2.96 % 3.00 % 3.00 % Assumptions used to determine net periodic benefit cost Average discount rate - Service cost 5.75 % 5.02 % 5.65 % 4.96 % Average discount rate - Interest cost 5.07 % 4.64 % 5.22 % 4.85 % Expected return on plan assets 8.05 % 7.23 % — — Rate of compensation increase 2.96 % 3.78 % 3.00 % 3.00 % Discount rates for all U.S. and foreign plans were determined using the aforementioned spot rate methodology for 2025 and 2024. Aside from sovereign bonds used in Mexico, the remaining plans' discount rates were determined using various corporate bonds and by matching our projected benefit obligation payment stream to current yields on high quality bonds. 70 Table of Contents The expected return on assets for the 2025 net periodic pension cost was determined by multiplying the expected returns of each asset class (based on capital market expectations) by the expected percentage of the total portfolio invested in that asset class. A total return was determined by summing the expected returns over all asset classes. Pension Plan Assets at December 31, 2025 2024 Equity securities 59 % 65 % Fixed income securities 33 26 Pooled investment funds 7 7 Cash and cash equivalents 1 1 Insurance contracts — 1 Total 100 % 100 % The overall objective of our pension investment strategy is to earn a rate of return over time to satisfy the benefit obligations of the pension plans and to maintain sufficient liquidity to pay benefits and meet other cash requirements of our pension funds. Investment policies for our primary U.S. pension plan are determined by the plan’s Investment Committee and set forth in the plan’s investment policy. Asset managers are granted discretion for determining sector mix, selecting securities and timing transactions, subject to the guidelines of the investment policy. An aggressive, flexible management of the portfolio is permitted and encouraged, with shifts of emphasis among equities, fixed income securities and cash equivalents at the discretion of each manager. No target asset allocations are set forth in the investment policy. For our non-U.S. pension plans, our investment objective is generally met through the use of pooled investment funds and insurance contracts. The fair values of the Company's pension plan assets are determined using NAV as a practical expedient, or by information categorized in the fair value hierarchy level based on the inputs used to determine fair value, as further discussed in Note 20—Fair Value Measurements. The fair values of the Company's pension plan assets at December 31, 2025, were as follows: Fair Value (In thousands) Total NAV Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Equity securities $ 374,848 $ 59,938 $ 314,910 $ — $ — Fixed income securities 210,277 — 129,420 80,857 — Pooled investment funds 44,630 44,630 — — — Cash and cash equivalents 6,792 4,403 2,389 — — Insurance contracts 2,416 — — 2,416 — Total $ 638,963 $ 108,971 $ 446,719 $ 83,273 $ — The fair values of the Company's pension plan assets at December 31, 2024, were as follows: Fair Value (In thousands) Total NAV Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Equity securities $ 375,001 $ 56,803 $ 318,198 $ — $ — Fixed income securities 152,258 — 97,013 55,245 — Pooled investment funds 42,182 42,182 — — — Cash and cash equivalents 7,589 5,908 1,681 — — Insurance contracts 3,334 — — — 3,334 Total $ 580,364 $ 104,893 $ 416,892 $ 55,245 $ 3,334 71 Table of Contents Equity securities consist primarily of publicly traded U.S. and non-U.S. common stocks. Equities are valued at closing prices reported on the listing stock exchange. Fixed income securities consist primarily of U.S. government and agency bonds and U.S. corporate bonds. Fixed income securities are valued at closing prices reported in active markets or based on yields currently available on comparable securities of issuers with similar credit ratings. When quoted prices are not available for identical or similar bonds, the bond is valued under a discounted cash flow approach that maximizes observable inputs, such as current yields of similar instruments, and may include adjustments, for certain risks that may not be observable, such as credit and liquidity risks. A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Pooled investment funds consist of mutual and collective investment funds that invest primarily in publicly traded equity and fixed income securities. Pooled investment funds are valued using the NAV provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, divided by the number of shares outstanding. The underlying securities are generally valued at closing prices reported in active markets, quoted prices of similar securities, or discounted cash flows approach that maximizes observable inputs such as current value measurement at the reporting date. These investments are not classified in the fair value hierarchy in accordance with guidance in ASU 2015-07. Insurance contracts are valued in accordance with the terms of the applicable collective pension contract. Cash equivalents consist primarily of money market and similar temporary investment funds. Cash equivalents are valued at closing prices reported in active markets. The preceding methods may produce fair value measurements that are not indicative of net realizable value or reflective of future fair values. Although we believe the valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. We expect to make net contributions between $ 8 million and $ 10 million to our pension plans in 2026, which are primarily associated with statutorily required plans in the International reportable segment. For the 2025 beginning of the year measurement purposes (net periodic benefit expense), a 7.8 % increase in the costs of covered health care benefits was assumed, decreasing by 0.3 % for each successive year to 4.5 % in 2034 and thereafter. For the 2025 end of the year measurement purposes (benefit obligation), an 8.0 % increase in the costs of covered health care benefits was assumed, decreasing by approximately 0.4 % for each successive year to 4.5 % in 2035 and thereafter. Expense for defined contribution pension plans was $ 14.1 million in 2025, $ 13.6 million in 2024 and $ 13.4 million in 2023. Estimated pension benefits to be paid under our defined benefit pension plans during the next five years are $ 31.2 million in 2026, $ 31.7 million in 2027, $ 32.2 million in 2028, $ 32.8 million in 2029 and $ 33.6 million in 2030, and an aggregated $ 174.4 million for the five years thereafter. Estimated other post-retirement benefits to be paid during the next five years are $ 2.0 million in 2026, $ 2.1 million in 2027, $ 2.1 million in 2028, $ 2.1 million in 2029, $ 2.2 million in 2030, and an aggregated $ 9.1 million for the five years thereafter. Note 17— Other Income, Net Year ended December 31, (In thousands) 2025 2024 2023 Components of net periodic benefit income other than service cost (Note 16) $ 20,339 $ 16,091 $ 14,107 Interest income (a) 5,861 7,019 8,184 Rental income 1,389 65 63 Loss on asset write-down and dispositions, net ( 1,408 ) ( 819 ) ( 173 ) Other, net 198 362 ( 80 ) Total other income, net $ 26,379 $ 22,718 $ 22,101 (a) Primarily interest earned on cash balances 72 Table of Contents Note 18— Leases As a lessee, we have various operating lease agreements primarily related to real estate, vehicles and office and plant equipment. The components of lease expense were as follows: Year Ended December 31, (In millions, except percentage and year amounts) 2025 2024 Lease cost: Operating lease cost recognized as rent expense $ 16.0 $ 13.7 Total lease cost $ 16.0 $ 13.7 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows related to operating leases $ 16.1 $ 13.5 Non-cash other information: Right-of-use assets obtained in exchange for new operating lease liabilities $ 10.0 $ 12.2 Right-of-use assets obtained in acquisitions 0.8 — December 31, 2025 2024 Weighted-average remaining lease term (in years): Operating leases 10 11 Weighted-average discount rate: Operating leases 3.97 % 3.81 % Rent expense was $ 16.0 million, $ 13.7 million and $ 12.0 million in 2025, 2024 and 2023, respectively. We did not have any lease transactions with related parties. We did not have any significant leases not yet commenced. At December 31, 2025, future lease payments under operating leases were as follows: (In millions) Operating Leases 2026 $ 15.2 2027 11.9 2028 9.3 2029 7.0 2030 4.5 After 2030 21.4 $ 69.3 Less: Imputed interest 9.9 Present value of operating lease liabilities 59.4 Less: Current portion operating lease liabilities (a) 13.2 Noncurrent operating lease liabilities $ 46.2 (a) Included in Other current liabilities on the Consolidated Balance Sheets. 73 Table of Contents Note 19— Derivative Financial Instruments As part of our currency exchange rate risk management strategy, we enter into certain derivative foreign currency forward contracts that do not meet the U.S. GAAP criteria for hedge accounting but have the impact of partially offsetting certain foreign currency exposures. We account for these forward contracts at fair value and report the related gains or losses in currency exchange losses, net, in the Consolidated Statements of Income. At December 31, 2025, the notional amount of open foreign currency exchange forward contracts not designated as hedging instruments was $ 113.4 million and there were no unrealized gains/losses on these contracts. All open foreign currency exchange forward contracts not designated as hedging instruments will mature during the first quarter of 2026. We also use derivative foreign currency forward contracts to manage exposure to foreign exchange currency risks arising from forecasted transactions. These instruments meet the U.S. GAAP criteria for hedge accounting and are accounted for under ASC 815, Derivatives and Hedging . For hedges of forecasted transactions, significant characteristics and expected terms of a forecasted transaction are specifically identified, and it is probable that each forecasted transaction will occur. If it is deemed probable the forecasted transaction will not occur, then the gain or loss would be recognized immediately into net income. At December 31, 2025, the notional amount of open foreign currency exchange forward contracts designated as cash flow hedges was $ 31.6 million. See Note 7—Reclassifications Out of Accumulated Other Comprehensive Loss for information on unrealized loss deferred in Accumulated other comprehensive loss until the transactions related to these cash flow hedges affect earnings. Fair values of these contracts are derived using quoted forward foreign exchange prices to interpolate values of outstanding trades at the reporting date based on their maturities. All open foreign currency exchange forward contracts designated as cash flow hedges outstanding at will mature by December 2026. The following table presents the Consolidated Balance Sheets location and fair value of assets and liabilities associated with derivative financial instruments: December 31, (In thousands) 2025 2024 Derivatives not designated as hedging instruments: Foreign exchange contracts: prepaid expenses and other current assets $ — $ 175 Foreign exchange contracts: other current liabilities $ 392 $ 1,111 Derivatives designated as cash flow hedges: Foreign exchange contracts: prepaid expenses and other current assets $ 105 $ — Foreign exchange contracts: other current liabilities $ 320 $ — The following table presents the amount and classification of the (gains) losses associated with derivative financial instruments within the Consolidated Statements of Income and Consolidated Statements of Cash Flows: Year ended December 31, 2025 2024 Derivatives not designated as hedging instruments: Foreign exchange contracts: currency exchange losses, net $ ( 4,370 ) $ 9,139 As of December 31, 2025, we expect approximately $ 0.2 million of net losses currently in Accumulated other comprehensive loss to be reclassified into net income within the next 12 months as forecasted transactions occur. 74 Table of Contents Note 20— Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are: Level 1—Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets. Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3—Unobservable inputs for the asset or liability. The valuation methodologies we used to measure financial assets and liabilities were limited to the pension plan assets and the derivative financial instruments described in Note 16—Pensions and Other Post-retirement Benefits and Note 19—Derivative Financial Instruments, respectively. Valuations of these financial assets and liabilities may reflect assumptions about financial markets which may change based on economic conditions. See Note 16 for the fair value hierarchy classification of pension plan assets. We estimate the fair value of the derivative financial instruments, consisting of foreign currency forward contracts, based upon valuation models with inputs that generally can be verified by observable market conditions and do not involve significant management judgment. Accordingly, the fair values of the derivative financial instruments are classified within Level 2 of the fair value hierarchy. With the exception of our fixed rate long-term debt, we believe that the reported carrying amounts of our remaining financial assets and liabilities approximate their fair values. The reported carrying amount of fixed rate long-term debt, including the current portion of long-term debt, was $ 299.3 million and $ 303.5 million at December 31, 2025, and 2024, respectively. The fair value of this debt was $ 272.5 million and $ 266.4 million at December 31, 2025, and 2024, respectively. The fair value of this debt was determined using Level 2 inputs by evaluating similarly rated companies with publicly traded bonds where available or current borrowing rates available for financings with similar terms and maturities. Note 21— Contingencies Product liability The Company and its subsidiaries face an inherent business risk of exposure to product liability claims arising from the alleged failure of our products to prevent the types of personal injury or death against which they are designed to protect. Single incident product liability claims. Single incident product liability claims involve incidents of short duration that are typically known when they occur and involve observable injuries, which provide an objective basis for quantifying damages. Management has established reserves for the single incident product liability claims of the Company's various subsidiaries, including asserted single incident product liability claims and incurred but not reported ("IBNR") single incident claims. To determine the reserves, Management makes reasonable estimates of losses for single incident claims based on the number and characteristics of asserted claims, historical experience, sales volumes, expected settlement costs, and other relevant information. Cumulative trauma product liability claims. Cumulative trauma product liability claims involve alleged exposures to harmful substances (e.g., silica, asbestos and coal dust) that occurred years ago and may have developed over long periods of time into diseases such as silicosis, asbestosis, mesothelioma, or coal worker’s pneumoconiosis. A former subsidiary of the Company, Mine Safety Appliances Company, LLC ("MSA LLC"), which was divested as described below, has been named as a defendant in various lawsuits related to such claims. These lawsuits mainly involve respiratory protection products allegedly manufactured and sold by MSA LLC or its predecessors. On January 5, 2023, the Company entered into a membership interest purchase agreement (the “Purchase Agreement”) with a joint venture between R&Q Insurance Holdings Ltd. and Obra Capital, Inc. (the "Purchaser"). Under the Purchase Agreement, on January 5, 2023, the Company transferred to the Purchaser all of the issued and outstanding limited liability company interests of MSA LLC (the “Sale”). In connection with the closing, the Company contributed $ 341.2 million in cash and cash equivalents, while the Purchaser contributed an additional $ 35.0 million. 75 Table of Contents As MSA LLC was the obligor for the claims to which the Company's legacy cumulative trauma product liability reserves relate and the policyholder of the related insurance assets, the rights and obligations related to these items remained with MSA LLC when it transferred to the Purchaser's ownership pursuant to the Purchase Agreement. In addition, pursuant to the Purchase Agreement, the Purchaser and MSA LLC have agreed to indemnify the Company and its affiliates for legacy cumulative trauma product liabilities and other product liabilities, and a subsidiary of the Company has agreed to indemnify MSA LLC for all other historical liabilities of MSA LLC. This indemnification is not subject to any cap or time limitation. In connection with the Sale, the Company and its Board of Directors received a solvency opinion from an independent advisory firm that MSA LLC was solvent and adequately capitalized after giving effect to the transaction. Following the completion of the transaction, the Company no longer has any obligation with respect to pending and future cumulative trauma product liability claims relating to these matters. As such, all legacy cumulative trauma product liability reserves, related insurance assets, and associated deferred tax assets of the divested subsidiary were derecognized from our balance sheet and the Company incurred a tax-effected loss on the divestiture of MSA LLC of $ 199.6 million, including transaction related costs of $ 5.6 million. The Purchaser assumed management of the divested subsidiary, including the management of its claims and associated assets. Below is a summary of the impact of the divestiture of MSA LLC on our Consolidated Statements of Income for the year ended December 31, 2023: (In millions) Year Ended December 31, 2023 Cash and cash equivalents $ ( 341.2 ) Current insurance receivables ( 17.3 ) Notes receivable, insurance companies ( 5.9 ) Noncurrent insurance receivables ( 110.3 ) Notes receivable, insurance companies, noncurrent ( 38.7 ) Current product liability 65.1 Noncurrent product liability 324.7 Loss on divestiture of MSA LLC before transaction costs ( 123.6 ) Transaction costs ( 5.6 ) Loss on divestiture of MSA LLC ( 129.2 ) Income tax expense (a) ( 70.4 ) Tax-effected loss on divestiture of MSA LLC $ ( 199.6 ) (a) Related to the write-off of deferred tax asset related to product liability reserve Other Litigation Globe, a subsidiary of the Company, is defending claims in which plaintiffs assert that certain products allegedly containing per- and polyfluoroalkyl substances (“PFAS”) have caused harm, including injury or health issues. PFAS are a large class of substances that are widely used in everyday products. Specifically, Globe builds firefighter turnout gear from technical fabrics sourced from a small pool of specialty textile manufacturers. These protective fabrics have been tested and certified to meet current National Fire Protection Association safety standards, and some of them as supplied to Globe contain or historically have contained PFAS to achieve performance characteristics such as water, oil, or chemical resistance. Globe believes it has valid defenses to these claims. These matters are at a very early stage with numerous factual and legal issues to be resolved. Defense costs relating to these lawsuits are recognized in the Consolidated Statements of Income as incurred. Globe is also pursuing insurance coverage and indemnification related to the lawsuits. As of February 4, 2026, Globe was named as a defendant in approximately 1,288 lawsuits comprised of about 22,090 claims based on a largely common set of assertions, predominantly styled as individual personal injury claims and including several putative class actions. Certain of these lawsuits include MSA Safety Inc. or other Globe affiliates as defendants. MSA LLC is also a defendant in a number of PFAS lawsuits predominantly relating to Aqueous Film-Forming Foam. The Purchaser assumed responsibility for these and any similar future claims specific to MSA LLC, including such claims that have been or may be brought against MSA Safety Inc. or its subsidiaries, under the terms of the Purchase Agreement governing the Company's January 5, 2023, divestiture of MSA LLC. Further information about the transaction can be found in the Company’s Current Report on Form 8-K filed on January 6, 2023. 76 Table of Contents Product Warranty The Company provides warranties on certain product sales. Product warranty reserves are established in the same period that revenue from the sale of the related products is recognized, or in the period that a specific issue arises as to the functionality of the Company's product. The determination of such reserves requires the Company to make estimates of product return rates and expected costs to repair or to replace the products under warranty. The amounts of the reserves are based on established terms and the Company's best estimate of the amounts necessary to settle future and existing claims on products sold as of the balance sheet date. If actual return rates and/or repair and replacement costs differ significantly from estimates, adjustments to recognize additional cost of sales may be required in future periods. The following table reconciles the changes in the Company's accrued warranty reserve: December 31, (In thousands) 2025 2024 2023 Beginning warranty reserve $ 13,724 $ 14,288 $ 15,230 Warranty payments ( 15,129 ) ( 11,802 ) ( 9,794 ) Warranty claims, current 12,922 10,684 9,128 Warranty claims, preexisting 82 765 ( 614 ) Currency translation and other adjustments 265 ( 211 ) 338 Ending warranty reserve $ 11,864 $ 13,724 $ 14,288 Warranty expense for the years ended December 31, 2025, 2024 and 2023 was $ 13.0 million, $ 11.2 million and $ 8.9 million, respectively, and is included in Costs of products sold on the Consolidated Statements of Income. Note 22— Quarterly Financial Information (Unaudited) 2025 Quarters (In thousands, except per share amounts) 1st 2nd 3rd 4th Year Net sales $ 421,340 $ 474,116 $ 468,445 $ 510,913 $ 1,874,814 Gross profit 193,395 220,710 217,616 239,392 871,113 Net income 59,605 62,773 69,613 86,933 278,924 Earnings per share (1) Basic $ 1.51 $ 1.60 $ 1.78 $ 2.22 $ 7.11 Diluted 1.51 1.59 1.77 2.21 7.09 2024 Quarters (In thousands, except earnings per share) 1st 2nd 3rd 4th Year Net sales $ 413,302 $ 462,463 $ 432,679 $ 499,696 $ 1,808,140 Gross profit 195,531 223,029 207,456 234,429 860,445 Net income 58,139 72,234 66,648 87,946 284,967 Earnings per share (1) Basic $ 1.48 $ 1.83 $ 1.69 $ 2.23 $ 7.24 Diluted 1.47 1.83 1.69 2.22 7.21 (1) Per share amounts are calculated independently for each period presented; therefore, the sum of the quarterly per share amounts may not equal the per share amounts for the year. 77 Table of Contents Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None.