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Item 1. Financial Statements

2026-05-05 compared with 2025-10-29 · 160 added, 265 removed, 522 unchanged (45% of the section changed)

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CONDENSED CONSOLIDATED STATEMENTS OF INCOME

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

Three Months Ended March 31,

(In thousands, except per share values) 2026 2025

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Other income, net ( 7,681 ) ( 7,023 )

Total other expense, net 1,854 3,320 4,783 13,341

Total other expense (income), net 22 ( 188 )

Income before income taxes 92,992 77,949

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

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

Three Months Ended March 31,

(In thousands) 2026 2025

Net income $ 71,269 $ 59,605

Other comprehensive (loss) gain, net of tax:

Other comprehensive (loss) income, net of tax:

Foreign currency translation adjustments (Note 7) ( 6,074 ) 22,537

Pension and post-retirement plan adjustments, net of tax (Note 7) 328 201

Reclassification of currency translation from accumulated other comprehensive loss into net income (Note 7) — — — ( 1,200 )

Total other comprehensive (loss) gain, net of tax ( 1,323 ) 21,343 65,800 3,044

Unrealized losses on cash flow hedges (Note 7) ( 155 ) —

Total other comprehensive (loss) income, net of tax ( 5,901 ) 22,738

Comprehensive income $ 65,368 $ 82,343

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CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands) September 30, 2025 December 31, 2024

(In thousands) March 31, 2026 December 31, 2025

Cash and cash equivalents $ 180,158 $ 165,067

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Long-term debt, net (Note 13) 605,075 572,709

Pensions and other employee benefits (Note 16) 151,596 134,251

Pensions (Note 16) and other employee benefits 141,788 143,834

Noncurrent operating lease liabilities 45,200 46,151

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended September 30,

Three Months Ended March 31,

(In thousands) 2026 2025

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Investing Activities

Acquisitions, net of cash acquired (Note 15) ( 187,774 ) —

Capital expenditures ( 10,587 ) ( 10,784 )

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Payments on long-term debt (Note 13) ( 262,240 ) ( 253,466 )

Debt issuance costs ( 3,084 ) ( 200 )

Cash dividends paid ( 20,561 ) ( 20,033 )

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Exercise of stock options (Note 8) 22 230

Employee stock purchase plan (Note 8) 1,082 634

Cash Flow From (Used in) Financing Activities 2,174 ( 136,172 )

Cash Flow Used in Financing Activities ( 47,223 ) ( 45,612 )

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 2,568 ) 743

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Comprehensive

Balances June 30, 2024 $ 1,235,226 $ ( 147,548 )

Net income 66,648 —

Foreign currency translation adjustments — 21,329

Pension and post-retirement plan adjustments, net of tax benefit of $ 374

Common dividends ($ 0.51 per share)

Preferred dividends ($ 0.5625 per share)

Balances September 30, 2024 $ 1,281,793 $ ( 126,205 )

Balances June 30, 2025 $ 1,431,147 $ ( 74,526 )

Net income 69,613 —

Foreign currency translation adjustments — ( 1,631 )

Pension and post-retirement plan adjustments, net of tax benefit of $ 84

Common dividends ($ 0.53 per share)

Preferred dividends ($ 0.5625 per share)

Balances September 30, 2025 $ 1,480,003 $ ( 75,849 )

Balances December 31, 2025 $ 1,546,230 $ ( 41,781 )

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Pension and post-retirement plan adjustments, net of tax benefit of $ 44

Reclassification from accumulated other comprehensive loss into net income (Note 7) — ( 1,200 )

Unrecognized net loss on cash flow hedges (Note 17) — ( 155 )

Common dividends ($ 0.53 per share)

Preferred dividends ($ 0.5625 per share)

Balances September 30, 2024 $ 1,281,793 $ ( 126,205 )

Balances March 31, 2026 $ 1,596,938 $ ( 47,682 )

Balances December 31, 2024 $ 1,349,650 $ ( 141,649 )

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Preferred dividends ($ 0.5625 per share)

Balances September 30, 2025 $ 1,480,003 $ ( 75,849 )

Balances March 31, 2025 $ 1,389,222 $ ( 118,911 )

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

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This Form 10-Q report should be read in conjunction with MSA's Form 10-K for the year ended December 31, 2025, which includes all disclosures required by U.S.

In December 2023, the Financial Accounting Standards Board (the “FASB”) issued ASU No.

2023-09 (“ASU 2023-09”), Improvements to Income Tax Disclosures .

ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid.

This standard also includes certain other amendments to improve the effectiveness of income tax disclosures.

ASU 2023-09 is effective for public business entities, for annual periods beginning after December 15, 2024.

With the exception of expanding disclosures, we do not expect the adoption of ASU 2023-09 to have a material effect on our consolidated financial statements taken as a whole.

In November 2024, the FASB issued ASU 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 (“ASU 2025-06”), Targeted Improvements to the Accounting for Internal-Use Software .

ASU 2025-06 amends certain aspects of the accounting for a disclosure of 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.

In the first quarter 2026, the Company early adopted Accounting Standards Update ("ASU") 2025‑06, Targeted Improvements to the Accounting for Internal-Use Software .

The ASU updates guidance related to recognition and capitalization costs incurred to develop or obtain internal-use software, including certain cloud-based software arrangements, and clarifies related disclosure requirements.

The company adopted the ASU prospectively as of January 1, 2026, in accordance with the transition provisions of the standard.

Accordingly, amounts capitalized prior to the adoption date were not adjusted, and the new guidance applies only to qualifying costs incurred after adoption.

Therefore, the adoption of the standard did not have an impact on the Company’s condensed consolidated financial statements for the quarter ended March 31, 2026.

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.

We are the global leader in advanced industrial safety technology products and solutions and 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 or end-users.

distributors and end-users.

All customer categories have similar nature, timing and uncertainty related to cash flows.

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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.

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.

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Maintenance revenue, which is considered a non-lease component, and interest are recognized monthly over the lease term.

As of September 30, 2025, remaining maintenance performance obligations for managed fire service contracts were $ 30.9 million, which are expected to be recognized to revenue over approximately three years .

Lease revenues and interest earned by the Company, included in the unaudited Condensed Consolidated Statements of Income, were not material to either the period ended September 30, 2025, or 2024.

As of March 31, 2026, remaining maintenance performance obligations for managed fire service contracts were $ 27.0 million, which are expected to be recognized as revenue over the remaining contract lives which are primarily two years .

Lease revenues and interest earned by the Company, which are included in the unaudited Condensed Consolidated Statements of Income, were not material for the three month period ended March 31, 2026, or 2025.

Practical Expedients and Exemptions

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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.

These costs are recorded within selling, general and administrative expenses in our unaudited Condensed Consolidated Statements of Income.

Note 3— Cash and Cash Equivalents

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The Company's net cash pool position consisted of the following:

(In thousands) September 30, 2025

(In thousands) March 31, 2026

Gross cash pool position $ 92,201

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Note 4— Restructuring Charges

During the three and nine months ended September 30, 2025, we recorded nominal and $ 2.5 million of restructuring charges.

Americas segment restructuring charges of $ 0.5 million during the nine months ended September 30, 2025, were related to initiatives to right-size the organization in response to macroeconomic conditions.

International segment restructuring charges of $ 1.0 million during the nine months ended September 30, 2025, were primarily related to ongoing initiatives to optimize our manufacturing footprint and initiatives to right-size the organization in response to macroeconomic conditions.

Corporate segment restructuring charges of $ 1.0 million during the nine months ended September 30, 2025, were related to initiatives to right-size the organization in response to macroeconomic conditions.

During the three and nine months ended September 30, 2024, we recorded restructuring charges of $ 1.2 million and $ 5.7 million.

Americas segment restructuring charges of $ 1.3 million during the nine months ended September 30, 2024, were related to manufacturing footprint optimization activities.

International segment restructuring charges of $ 3.2 million during the nine months ended September 30, 2024, were related to ongoing initiatives to optimize our manufacturing footprint and improve productivity as well as management restructuring.

Corporate segment restructuring charges of $ 1.2 million during the nine months ended September 30, 2024, were related to management restructuring.

During the three months ended March 31, 2026, we recorded $ 2.3 million of restructuring charges.

Americas segment restructuring charges of $ 0.4 million during the three months ended March 31, 2026, were related to footprint optimization.

International segment restructuring charges of $ 0.6 million during the three months ended March 31, 2026, were primarily related to ongoing initiatives to right-size the organization in response to macroeconomic conditions.

Corporate related restructuring charges of $ 1.3 million during the three months ended March 31, 2026, were related to management restructuring.

During the three months ended March 31, 2025, we recorded restructuring charges of $ 1.9 million.

Americas segment restructuring charges of $ 0.4 million during the three months ended March 31, 2025, were related to initiatives to right-size the organization in response to macroeconomic conditions.

International segment restructuring charges of $ 0.9 million during the three months ended March 31, 2025, were primarily related to ongoing initiatives to optimize our manufacturing footprint and initiatives to right-size the organization in response to macroeconomic conditions.

Corporate related restructuring charges of $ 0.6 million during the three months ended March 31, 2025, were related to initiatives to right-size the organization in response to macroeconomic conditions.

Restructuring reserves are included in Other current liabilities in the accompanying unaudited Condensed Consolidated Balance Sheets.

Activity and reserve balances for restructuring by segment were as follows:

(In millions) Americas International Corporate Total

(In millions) Americas

segment International

segment Corporate Total

Reserve balances at December 31, 2024 $ 0.2 $ 3.2 $ — $ 3.4

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Restructuring charges 0.4 0.6 1.3 2.3

Currency translation — 0.4 — 0.4

Cash payments ( 0.4 ) ( 0.7 ) ( 0.1 ) ( 1.2 )

Reserve balances at September 30, 2025 $ 0.3 $ 2.4 $ — $ 2.7

Reserve balances at March 31, 2026 $ 0.8 $ 2.4 $ 1.2 $ 4.4

Note 5— Inventories

The following table sets forth the components of inventory:

(In thousands) September 30, 2025 December 31, 2024

(In thousands) March 31, 2026 December 31, 2025

Raw materials and supplies $ 220,168 $ 228,374

Finished products 113,363 99,266

Work in process 18,783 15,395

Raw materials and supplies 222,526 190,027

Total inventories $ 352,314 $ 343,035

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The following table sets forth the components of property, plant and equipment, net:

(In thousands) September 30, 2025 December 31, 2024

(In thousands) March 31, 2026 December 31, 2025

Land $ 9,486 $ 9,549

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Changes in accumulated other comprehensive loss were as follows:

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

Three Months Ended March 31,

(In thousands) 2026 2025

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Amounts reclassified from accumulated other comprehensive loss into net income:

Amortization of prior service cost (credit) (Note 16) 32 ( 9 ) 96 ( 27 )

Amortization of prior service cost (Note 16) 40 32

Recognized net actuarial losses (Note 16) 332 360

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Balance at end of period $ 21,512 $ ( 11,189 )

Foreign currency forward cash flow hedges

Balance at beginning of period $ ( 215 ) $ —

Unrealized losses on cash flow hedges (Note 17) ( 155 ) —

Balance at end of period $ ( 370 ) $ —

Foreign currency translation

Balance at beginning of period $ ( 62,750 ) $ ( 130,259 )

Reclassification from accumulated other comprehensive loss into net income (b)

— — — ( 1,200 )

Foreign currency translation adjustments ( 6,074 ) 22,537

Balance at end of period $ ( 68,824 ) $ ( 107,722 )

(a) Amounts reclassified from accumulated other comprehensive loss 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) Reclassification from accumulated other comprehensive loss into net income relates primarily to the recognition of non-cash net cumulative translation gains associated with certain foreign subsidiaries.

The reclassifications are included in Currency exchange losses, net, within the unaudited Condensed Consolidated Statements of Income.

(a) Amounts reclassified from accumulated other comprehensive loss (“AOCL”) 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).

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 September 30, 2025, and December 31, 2024.

There were 71,340 shares issued and 52,998 shares held in treasury at both March 31, 2026, and December 31, 2025.

The Treasury shares at cost line in the unaudited Condensed 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 nine months ended September 30, 2025, or 2024.

There were no shares of preferred stock purchased and subsequently held in treasury during the three months ended March 31, 2026, or 2025.

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 September 30, 2025, or December 31, 2024.

No shares have been issued as of March 31, 2026, or December 31, 2025.

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 September 30, 2025, and December 31, 2024.

No new shares were issued during the nine months ended September 30, 2025, or 2024.

There were 39,152,061 and 39,260,080 shares outstanding at September 30, 2025, and December 31, 2024, respectively.

There were 62,081,391 shares issued as of March 31, 2026, and December 31, 2025.

No new shares were issued during the three months ended March 31, 2026, or 2025.

There were 38,731,722 and 38,912,629 shares outstanding at March 31, 2026, and December 31, 2025, respectively.

Treasury Shares - The Company's 2026 stock repurchase program authorizes up to $ 500.0 million to repurchase MSA common stock in the open market and in private transactions.

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The maximum number of shares that may be repurchased is calculated based on the dollars remaining under the program and the respective month-end closing share price.

During the nine months ended September 30, 2025, and 2024, the Company repurchased 248,768 and 108,917 shares, respectively, under this and the prior stock repurchase program.

There were 22,929,330 and 22,821,311 treasury shares at September 30, 2025, and December 31, 2024, respectively.

During the three months ended March 31, 2026, and 2025, the Company repurchased 277,270 and 62,125 shares, respectively, under this and the prior stock repurchase program.

There were 23,349,669 and 23,168,762 treasury shares at March 31, 2026, and December 31, 2025, 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 202,502 and 141,618 Treasury shares issued for these purposes during the nine months ended September 30, 2025, and 2024, respectively.

There were 150,196 and 153,734 Treasury shares issued for these purposes during the three months ended March 31, 2026, and 2025, respectively.

Common stock activity is summarized as follows:

Three Months Ended September 30, 2025 Three Months Ended September 30, 2024

(In thousands) Common

Stock Treasury

Balance at beginning of period $ 336,175 $ ( 442,123 ) $ 320,556 $ ( 376,556 )

Stock compensation expense 3,351 — 4,217 —

Restricted and performance stock awards ( 278 ) 278 ( 275 ) 275

Stock options exercised 8 6 111 57

Treasury shares purchased for stock compensation programs — ( 1,150 ) — ( 571 )

Share repurchase program — — — ( 10,027 )

Balance at end of period $ 339,256 $ ( 442,989 ) $ 324,609 $ ( 386,822 )

(a) Excludes treasury cost related to preferred stock.

Nine Months Ended September 30, 2025 Nine Months Ended September 30, 2024

Three Months Ended March 31, 2026 Three Months Ended March 31, 2025

(In thousands) Common

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Treasury shares purchased for stock compensation programs — ( 9,847 ) — ( 8,347 )

Employee stock purchase program 935 147 574 60

Share repurchase program — ( 50,447 ) — ( 9,996 )

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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 three reportable segments:

Americas, International, and Corporate.

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.

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Certain global expenses are allocated to each segment in a manner consistent with where the benefits from the expenses are derived.

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 (loss) is the measure used by the chief operating decision maker, identified as our President and Chief Executive Officer, to evaluate segment performance and identify opportunities when allocating resources.

Adjusted operating income (loss) is defined as operating income excluding restructuring charges, currency exchange gains (losses), transaction costs and acquisition-related amortization.

The Company's sales are allocated to each segment based primarily on the destination country of the end-customer.

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, 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 unaudited condensed consolidated financial statement level.

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(In thousands) Americas International Corporate/Reconciling

Three Months Ended September 30, 2025

Net sales to external customers $ 313,350 $ 155,095 $ — $ 468,445

Cost of products sold 160,068 87,166 — —

Selling, general and administrative 54,876 36,300 9,773 —

Research and development 9,726 6,795 — —

Adjusted operating income (loss) 88,680 24,834 ( 9,773 ) — 103,741

Noncash items:

Depreciation and amortization 11,942 6,423 220 — 18,585

Pension (income) expense ( 4,695 ) 931 — — ( 3,764 )

Total Assets 1,587,038 958,479 10,407 ( 2,347 ) 2,553,577

Capital expenditures 6,873 4,831 282 — 11,986

Three Months Ended September 30, 2024

Net sales to external customers $ 299,497 $ 133,182 $ — $ 432,679

Cost of products sold 147,189 75,788 ( 23 ) —

Selling, general and administrative 50,494 32,505 12,104 —

Research and development 9,992 6,715 — —

Adjusted operating income (loss) 91,822 18,174 ( 12,081 ) — 97,915

Noncash items:

Depreciation and amortization 11,314 4,416 229 — 15,959

Pension (income) expense ( 3,258 ) 1,050 — — ( 2,208 )

Total Assets 1,478,150 763,927 172 ( 322 ) 2,241,927

Capital expenditures 8,342 5,496 416 — 14,254

(a) Reconciling items consist primarily of intercompany eliminations and items not directly attributable to operating segments.

(In thousands) Americas International Corporate Reconciling

Nine Months Ended September 30, 2025

Three Months Ended March 31, 2026

Net sales to external customers $ 325,238 $ 138,394 $ — $ 463,632

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Research and development 9,640 6,715 —

Adjusted operating income (loss) 260,694 63,699 ( 31,718 ) — 292,675

Adjusted operating income 98,126 14,531

Noncash items:

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Pension (income) expense ( 5,427 ) 1,049 — ( 4,378 )

Total Assets 1,587,038 958,479 10,407 ( 2,347 ) 2,553,577

Total Assets 1,660,427 949,179 ( 45,620 ) (b)

Capital expenditures 7,658 2,286 643 10,587

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Net sales to external customers $ 293,160 $ 128,180 $ — $ 421,340

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Research and development 9,369 6,300 —

Adjusted operating income (loss) 276,523 55,944 ( 38,353 ) — 294,114

Adjusted operating income 78,693 18,708

Noncash items:

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Capital expenditures 8,791 1,850 143 10,784

(a) Reconciling items consist primarily of intercompany eliminations and items not directly attributable to operating segments.

(a) Corporate/Reconciling items consist primarily of corporate expenses and other items not directly attributable to reportable segments.

(b) Negative Corporate/Reconciling items driven primarily by bank overdrafts under our notional cash pooling arrangement.

Refer to Note 3—Cash and Cash Equivalents for further details.

A reconciliation of total Adjusted operating income from reportable segments to Income before income taxes is presented in the following table:

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

Three Months Ended March 31,

(In thousands) 2026 2025

Adjusted operating income $ 103,741 $ 97,915 $ 292,675 $ 294,114

Currency exchange losses, net 3,875 2,985 13,237 4,715

Adjusted operating income from reportable segments $ 112,657 $ 97,401

Corporate expenses 11,536 9,899

Restructuring charges (Note 4) 2,329 1,924

Currency exchange losses, net 199 4,076

Interest expense 7,703 6,835

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Transaction costs (a)

1,903 — 10,002 234

Net cost for product-related legal matter — — — 5,000

Income before income taxes $ 92,992 $ 77,949

(a) Transaction costs include advisory, legal, accounting, valuation, and other professional or consulting fees incurred in connection with acquisitions and divestitures.

(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 unaudited Condensed Consolidated Statements of Income.

Total sales by product group was as follows:

Three Months Ended September 30, 2025 Consolidated Americas International

(In thousands, except percentages) Dollars Percent Dollars Percent Dollars Percent

Detection (a)

$ 191,188 41 % $ 124,111 40 % $ 67,077 43 %

Fire Service (b)

158,654 34 % 109,497 35 % 49,157 32 %

Industrial PPE and Other (c)

118,603 25 % 79,742 25 % 38,861 25 %

Total $ 468,445 100 % $ 313,350 100 % $ 155,095 100 %

Three Months Ended September 30, 2024 Consolidated Americas International

(In thousands, except percentages) Dollars Percent Dollars Percent Dollars Percent

Detection (a)

$ 163,150 38 % $ 110,459 37 % $ 52,691 40 %

Fire Service (b)

160,515 37 % 111,992 37 % 48,523 36 %

Industrial PPE and Other (c)

109,014 25 % 77,046 26 % 31,968 24 %

Total $ 432,679 100 % $ 299,497 100 % $ 133,182 100 %

Nine Months Ended September 30, 2025 Consolidated Americas International

Three Months Ended March 31, 2026 Consolidated Americas International

(In thousands, except percentages) Dollars Percent Dollars Percent Dollars Percent

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Total $ 463,632 100 % $ 325,238 100 % $ 138,394 100 %

Nine Months Ended September 30, 2024 Consolidated Americas International

Three Months Ended March 31, 2025 Consolidated Americas International

(In thousands, except percentages) Dollars Percent Dollars Percent Dollars Percent

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(a) Detection includes Fixed Gas and Flame Detection and Portable Gas Detection.

Detection includes sales from M&C TechGroup Germany GmbH and its affiliated companies ("M&C"), acquired by the Company, from May 6th, 2025, onward (Americas and International).

Detection includes the sales of the acquired M&C TechGroup and its affiliated companies (“M&C”), 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.

Note 10— Earnings per Share

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Participating securities are defined as unvested stock-based compensation awards that contain nonforfeitable rights to dividends.

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

Three Months Ended March 31,

(In thousands, except per share values) 2026 2025

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Note 11— Income Taxes

The Company's effective tax rate for the three months ended September 30, 2025, was 24.7 %, which differs from the United States of America ("U.S.") federal statutory rate of 21% primarily due to state income taxes and discrete expense booked in the third quarter of 2025 related to the filing of prior period tax returns.

The Company's effective tax rate for the three months ended September 30, 2024, was 24.4 %, which differs from the U.S.

The Company's effective tax rate for the three months ended March 31, 2026, was 23.4 %, which differs from the U.S.

federal statutory rate of 21%, primarily due to state income taxes.

The Company's effective tax rate for the nine months ended September 30, 2025, was 24.2 %, which differs from the U.S.

federal statutory rate of 21% primarily due to state income taxes and nondeductible executive compensation.

The Company's effective tax rate for the nine months ended September 30, 2024, was 23.7 %, which differs from the U.S.

federal statutory rate of 21% primarily due to state income taxes and nondeductible executive compensation.

At September 30, 2025, the Company had a gross liability for unrecognized tax benefits of $ 5.0 million.

The Company has recognized tax benefits associated with these liabilities of $ 1.5 million at September 30, 2025.

The Company's effective tax rate for the three months ended March 31, 2025, was 23.5 %, which differs from the U.S.

federal statutory rate of 21%, primarily due to state income taxes.

At March 31, 2026, the Company had a gross liability for unrecognized tax benefits of $ 4.3 million.

The Company has recognized tax benefits associated with these liabilities of $ 1.5 million at March 31, 2026.

The gross liability includes amounts associated with domestic and foreign tax exposure in prior periods.

The Company recognizes interest and penalties related to unrecognized tax benefits in interest expense and operating expenses, respectively.

The Company's liability for accrued interest related to uncertain tax positions was $ 0.2 million at September 30, 2025.

The Company's liability for accrued interest related to uncertain tax positions was $ 0.5 million at March 31, 2026.

We are subject to regular review and audit by both foreign and domestic tax authorities.

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The Act has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company is currently assessing the impact of these provisions on our consolidated financial statements and currently do not expect a material impact.

The Act did not have a material impact on the financial statements for the quarter ended March 31, 2026 .

Note 12— Stock Plans

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The 2024 Non-Employee Directors’ Equity Incentive Plan and its predecessor, the 2017 Non-Employee Directors’ Equity Incentive Plan, provide 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.

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 the fair market value stock price, semi-annually.

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 the fair market value, semi-annually, from the stock market.

The ESPP is considered a compensatory plan.

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Stock compensation expense, included in Selling, general and administrative expense in the unaudited Condensed Consolidated Statements of Income, is as follows:

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

Three Months Ended March 31,

(In thousands) 2026 2025

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We have not capitalized any stock-based compensation expense.

A summary of stock option activity for the nine months ended September 30, 2025, is as follows:

A summary of stock option activity for the three months ended March 31, 2026, is as follows:

Shares Weighted Average

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Exercised ( 500 ) 44.50

Outstanding and exercisable at September 30, 2025 3,545 $ 47.04

Outstanding and exercisable at March 31, 2026 1,717 $ 49.41

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 activity for the nine months ended September 30, 2025, is as follows:

A summary of restricted stock activity for the three months ended March 31, 2026, is as follows:

Shares Weighted Average

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Forfeited ( 6,812 ) 178.61

Unvested at September 30, 2025 173,983 $ 158.17

Performance stock units that have a market condition modifier are valued at an estimated fair value using a Monte Carlo model.

The final number of shares to be issued for performance stock units granted in the first quarter of 2025 may range from 0 % to 200 % 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.

Unvested at March 31, 2026 173,525 $ 174.27

The final number of shares to be issued for performance stock units granted in the first quarter of 2026 may range from 0 % to 200 % of the target award based on achieving the specified performance targets over the performance period, including a relative TSR metric.

Performance stock units that include a market condition are valued at an estimated fair value using a Monte Carlo model.

The following weighted average assumptions were used in estimating the fair value of the performance stock units granted in the first quarter of 2026:

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Expected life is based on historical stock option exercise data.

A summary of performance stock unit activity for the nine months ended September 30, 2025, is as follows:

A summary of performance stock unit activity for the three months ended March 31, 2026, is as follows:

Shares Weighted Average

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Forfeited ( 7,332 ) 185.19

Unvested at September 30, 2025 151,822 $ 152.77

Unvested at March 31, 2026 133,614 $ 188.25

(a) Performance adjustments relate primarily to the final number of shares issued for the 2023 performance unit awards which vested in the first quarter of 2026 at 180 % of the target award based on both cumulative performance against EBITDA margin and revenue growth targets and MSA's total shareholder return during the three-year performance period.

Note 13— Long-Term Debt

(In thousands) September 30, 2025 December 31, 2024

(In thousands) March 31, 2026 December 31, 2025

2016 Senior Notes payable through 2031, 3.40 %, net of debt issuance costs

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Senior revolving credit facility maturing in 2030, net of debt issuance costs 323,313 282,137

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

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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 4.96 % as of September 30, 2025.

At September 30, 2025, $ 965.3 million of the existing $ 1.3 billion revolving credit facility was unused, including letters of credit issued under the facility.

The Company has a weighted average revolver interest rate of 4.43 % as of March 31, 2026.

At March 31, 2026, $ 972.3 million 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 January 5, 2023, the Company entered into a new $ 250 million term loan facility to fund the divestiture of Mine Safety Appliances Company, LLC ("MSA LLC"), a wholly owned subsidiary.

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.

On July 1, 2024, the Company entered into Amendment No.

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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.

As of September 30, 2025, the Company has outstanding £ 36.6 million (approximately $ 49.3 million at September 30, 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 September 30, 2025) due annually through January 2031.

As of March 31, 2026, the Company has outstanding £ 30.5 million (approximately $ 40.4 million at March 31, 2026) of 3.4 % Series B Senior Notes due January 22, 2031.

Remaining maturities of this note are £ 6.1 million (approximately $ 8.1 million at March 31, 2026) due annually through January 2031.

On July 1, 2024, the Company entered into Amendment No.

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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 September 30, 2025, the Company was in full compliance with the restrictive covenants under its various credit agreements.

The Company had outstanding bank guarantees and standby letters of credit with banks as of September 30, 2025, totaling $ 10.4 million, of which $ 1.5 million relate to the Revolving Credit Facility.

As of March 31, 2026, the Company was in full compliance with the restrictive covenants under its various credit agreements.

The Company had outstanding bank guarantees and standby letters of credit with banks as of March 31, 2026, totaling $ 7.7 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.

As of September 30, 2025, the Company has $ 0.9 million of restricted cash in support of these arrangements.

On May 6, 2025 the company acquired M&C TechGroup Germany GmbH and its affiliated companies ("M&C") in a transaction valued at approximately $ 189 million, net of cash acquired.

As of March 31, 2026, the Company has $ 1.2 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, Net

Changes in goodwill during the nine months ended September 30, 2025, were as follows:

Changes in goodwill during the three months ended March 31, 2026, were as follows:

(In thousands) Goodwill

Balance at January 1, 2026 $ 731,592

Additions and measurement period adjustments (Note 15) 92,568

Currency translation ( 4,152 )

Balance at September 30, 2025 $ 732,224

At September 30, 2025, goodwill of $ 481.4 million and $ 250.8 million related to the Americas and International reportable segments, respectively.

Changes in intangible assets, net, during the nine months ended September 30, 2025, were as follows:

Balance at March 31, 2026 $ 727,440

At March 31, 2026, goodwill of $ 481.4 million and $ 246.0 million related to the Americas and International reportable segments, respectively.

Changes in intangible assets, net, during the three months ended March 31, 2026, were as follows:

(In thousands) Intangible Assets

Net balance at January 1, 2026 $ 299,127

Additions 66,568

Amortization expense ( 5,477 )

Currency translation ( 1,659 )

Net balance at September 30, 2025 $ 304,505

At September 30, 2025, intangible assets, net, includes a trade name related to Globe Manufacturing Company, LLC ("Globe") with an indefinite life totaling $ 60.0 million .

Net balance at March 31, 2026 $ 291,991

At March 31, 2026, intangible assets, net, includes a trade name related to Globe Manufacturing Company, LLC (“Globe”) with an indefinite life totaling $ 60.0 million .

Note 15— Acquisitions

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Headquartered in Ratingen, Germany, M&C provides a comprehensive range of gas analysis systems that detect, measure and monitor gases in critical environments.

The company's product portfolio includes systems and solutions for gas sampling, gas conditioning, as well as advanced process control.

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 unaudited condensed consolidated financial statements from the acquisition date within the Americas and International reportable segments.

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:

The following table summarizes the preliminary fair values of M&C’s assets acquired and liabilities assumed at the acquisition date:

(In millions) May 6, 2025

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Net assets acquired $ 199.3

As of September 30, 2025, the purchase accounting for M&C is subject to change upon completion of the valuation of the assets acquired and liabilities assumed, primarily for review of tax balances and liabilities assumed.

The amounts in the table above are substantially complete, but subject to change through the second quarter of 2026 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.

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This Goodwill is nondeductible for tax purposes.

Our results for the three and nine months ended September 30, 2025 include strategic acquisition costs of $ 1.9 million and $ 10.0 million, respectively, including costs related to the M&C acquisition.

Our results for the three and nine months ended September 30, 2024, include none and $ 0.2 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 unaudited condensed consolidated financial statements from the acquisition date through September 30, 2025.

Our results for the three months ended September 30, 2025, include sales and net income of $ 15.3 million and $ 0.1 million, respectively, attributable to this acquisition.

Our results for the nine months ended September 30, 2025 include sales and net loss of $ 26.2 million and $ 4.6 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.

Three months ended September 30, 2024 Nine Months Ended September 30,

(In millions, except per share amounts) 2025 2024

Net sales $ 445.4 $ 1,382.4 $ 1,348.9

Net income 68.3 194.4 202.4

Basic earnings per share 1.74 4.95 5.14

Diluted earnings per share 1.73 4.94 5.12

The unaudited pro forma condensed 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 unaudited condensed 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 condensed combined financial information was prepared using the acquisition method of accounting under existing U.S.

MSA has been treated as the acquirer.

The operating results of this acquisition have been included in our unaudited condensed consolidated financial statements from the acquisition date through March 31, 2026.

Our results for the three months ended March 31, 2026, include sales and net income of $ 14.9 million and $ 0.4 million, respectively, attributable to this acquisition.

Note 16— Pensions and Other Post-retirement Benefits

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(In thousands) 2026 2025 2026 2025

Three Months Ended September 30,

Service cost $ 2,013 $ 2,315 $ 31 $ 44

Interest cost 5,999 5,970 276 248

Expected return on plan assets ( 12,005 ) ( 10,812 ) — —

Amortization of prior service cost (credit) 32 37 — ( 46 )

Recognized net actuarial losses 197 282 163 115

Net periodic benefit (income) cost (a)

$ ( 3,764 ) $ ( 2,208 ) $ 470 $ 361

Nine Months Ended September 30,

Three Months Ended March 31,

Service cost $ 2,013 $ 1,994 $ 21 $ 31

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Expected return on plan assets ( 12,418 ) ( 12,005 ) — —

Amortization of prior service cost (credit) 96 111 — ( 138 )

Amortization of prior service cost 40 32 — —

Recognized net actuarial losses 205 197 127 163

Settlements 721 1,308

Net periodic benefit (income) cost (a)

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(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 unaudited Condensed Consolidated Statements of Income.

We made contributions of $ 5.7 million and $ 3.9 million to our pension plans during the nine months ended September 30, 2025, and 2024, respectively.

We made contributions of $ 2.2 million and $ 1.8 million to our pension plans during the three months ended March 31, 2026, and 2025, respectively.

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 reporting segment.

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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 of our foreign currency exposures.

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 unaudited Condensed Consolidated Statements of Income.

The notional amount of open forward contracts was $ 114.8 million and $ 184.0 million at September 30, 2025, and December 31, 2024, respectively.

The notional amount of open forward contracts not designated as hedging instruments was $ 109.2 million and $ 113.4 million at March 31, 2026, and December 31, 2025, respectively.

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 March 31, 2026, and December 31, 2025, the notional amount of open foreign currency exchange forward contracts designated as cash flow hedges was $ 23.7 million and $ 31.6 million, respectively.

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 March 31, 2026, will mature by December 2026.

The following table presents the unaudited Condensed Consolidated Balance Sheets location and fair value of assets and liabilities associated with derivative financial instruments:

(In thousands) September 30, 2025 December 31, 2024

(In thousands) March 31, 2026 December 31, 2025

Derivatives not designated as hedging instruments:

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other current liabilities 132 392

The following table presents the amount and classification of the (gains) losses associated with derivative financial instruments within the unaudited Condensed Consolidated Statements of Income and unaudited Condensed Consolidated Statements of Cash Flows:

Nine Months Ended September 30,

Derivatives designated as cash flow hedges:

Foreign exchange contracts:

prepaid expenses and other current assets $ 49 $ 105

Foreign exchange contracts:

other current liabilities 419 320

The following table presents the amount and classification of the net (gain) associated with derivative financial instruments within the unaudited Condensed Consolidated Statements of Income and unaudited Condensed Consolidated Statements of Cash Flows:

Three Months Ended March 31,

(In thousands) 2026 2025

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With the exception of our fixed rate long-term debt, we believe that the reported carrying amounts of our financial assets and liabilities approximate their fair values.

The reported carrying amount of our fixed rate long-term debt was $ 299.3 million and $ 303.5 million at September 30, 2025, and December 31, 2024, respectively.

The fair value of this debt was $ 271.5 million and $ 266.4 million at September 30, 2025, and December 31, 2024, respectively.

The reported carrying amount of our fixed rate long-term debt, including the current portion of long-term debt, was $ 290.4 million and $ 299.3 million at March 31, 2026, and December 31, 2025, respectively.

The fair value of this debt was $ 260.0 million and $ 272.5 million at March 31, 2026, and December 31, 2025, 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.

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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, MSA LLC, which was divested on January 5, 2023, under a membership interest purchase agreement (the "Purchase Agreement") with Sag Main Holdings LLC (the "Purchaser"), as further described in the Company’s Current Report on Form 8-K filed on January 6, 2023, has been named as a defendant in various lawsuits related to such claims.

A former subsidiary of the Company, Mine Safety Appliances Company, LLC (“MSA LLC”), which was divested on January 5, 2023, under a membership interest purchase agreement (the “Purchase Agreement”) with Sag Main Holdings LLC (the “Purchaser”), as further described in the Company’s Current Report on Form 8-K filed on January 6, 2023, 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.

As MSA LLC was the obligor for the claims to which the Company's legacy cumulative trauma product liability reserves relate and 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.

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.

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Globe is also pursuing insurance coverage and indemnification related to the lawsuits.

As of October 15, 2025, Globe was named as a defendant in 1,085 lawsuits comprised of 13,140 claims, predominantly styled as individual personal injury claims and including several putative class actions.

Certain of these lawsuits include MSA Safety Incorporated or other Globe affiliates as defendants.

As of April 30, 2026, Globe was named as a defendant in 1,275 lawsuits comprised of about 21,619 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 Incorporated 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 and the purchase agreement can be found in the Company’s Current Report on Form 8-K filed on January 6, 2023.

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.

Product Warranty

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The following table reconciles changes in the Company's accrued warranty reserve:

(In thousands) Nine Months Ended September 30, 2025 Year Ended

(In thousands) Three Months Ended March 31, 2026 Year Ended

December 31, 2025

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Warranty claims, preexisting 156 82

Currency translation and other adjustments 182 ( 211 )

Currency translation ( 4 ) 265

Ending warranty reserve $ 12,427 $ 11,864

Warranty expense was $ 9.9 million and $ 7.9 million for the nine months ended September 30, 2025, and 2024, respectively, and is included in Costs of products sold on the unaudited Condensed Consolidated Statements of Income.

Warranty expense was $ 4.3 million and $ 3.2 million for the three months ended March 31, 2026, and 2025, respectively, and is included in Costs of products sold on the unaudited Condensed Consolidated Statements of Income.

Note 20— Subsequent Event

On May 5, 2026, MSA and Aegir Safety Holdings AS, an indirect wholly owned subsidiary of MSA, entered into an agreement to acquire Autronica Buyer Norway AS and its affiliated companies (referred to herein collectively as “Autronica”).

for approximately $ 555 million in cash.

Headquartered in Norway and employing approximately 500 employees worldwide, Autronica is a designer, manufacturer and supplier of fire detection, gas detection and alarm systems.

Autronica serves the critical infrastructure, energy and maritime sectors.

The transaction is expected to close in the third quarter of 2026, subject to customary closing conditions and regulatory approvals, and will be funded through a combination of cash on hand and borrowings under our existing credit facility.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements