What changed in this filing

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Item 1. Business

2024-11-20 compared with 2023-12-14 · 102 added, 104 removed, 238 unchanged (46% of the section changed)

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Organization Updates

Effective October 1, 2021, we implemented a new management structure designed to increase revenue growth, drive operational excellence, accelerate new product development and enhance profitability.

Our two operating segments, Water Flow Solutions and Water Management Solutions, align with this management structure.

Effective August 21, 2023, the Company’s Chief Executive Officer (“CEO”) left his role and Marietta Edmunds Zakas, the Company’s Chief Financial Officer (“CFO”) was named President and CEO.

Heinrichs, the Company’s Chief Legal and Compliance Officer, was named CFO, and continues to serve as Chief Legal and Compliance Officer.

In addition, certain other management changes occurred.

As a result, the Company incurred transition and retention expense which has been recorded to Strategic reorganization and other charges in our consolidated statements of operation s.

In August 2023, Marietta Edmunds Zakas was appointed to Chief Executive Officer and to the Board of Directors.

Zakas formerly served as our Chief Financial Officer.

In May 2024, Paul McAndrew, Chief Operating Officer, was promoted to President and Chief Operating Officer.

In September 2024, we announced that Steven S.

Heinrichs, the Company’s Chief Financial Officer (“CFO”) and Chief Legal and Compliance Officer, will be transitioning from his position effective on or about December 31, 2024.

Heinrichs will continue to serve as CFO and Chief Legal and Compliance Officer until a new CFO has been named.

Water Flow Solutions

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Water Management Solutions

The Water Management Solutions product and service portfolio includes fire hydrants, repair and installation, natural gas, metering, leak detection, and pressure management and control products and solutions.

The Water Management Solutions product and service portfolio includes fire hydrants, repair and installation, natural gas, metering, leak detection, as well as pressure management and control products and solutions.

Net sales of products and services in the Water Management Solutions business unit were approximately 43% of fiscal 2024 consolidated net sales.

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Key elements of this strategy are as follows:

Drive operational improvements and deliver benefits from capital investments.

We seek to bring best practices focused on Lean manufacturing and Six Sigma business process improvement methodologi es, with an investment mindset to deliver manufacturing productivity improvements.

Improve operational excellence and expand capabilities.

We expect to make disciplined investments in our commercial and operational capabilities to drive additional performance improvements.

We are focused on improving operational excellence, increasing supply chain efficiencies and developing advanced manufacturing capabilities to drive productivity across our facilities.

We expect these efforts will drive sales growth, improve product margins, and facilitate innovation and new product development.

Productivity improvements within our facilities should allow us to lower costs, which can help fund additional manufacturing initiatives and continued investment in product development.

Over the past five years, we have prioritized capital investments to modernize our manufacturing facilities and processes, expand capacity and capabilities for domestic manufacturing and accelerate new product development.

We believe these i nvestments will drive margin expansion by lowering costs, expand our product portfolio, and improve product quality.

We have completed our large valve manufacturing expansion in Chattanooga, Tennessee and our new facility in Kimball,

Since 2018, we have prioritized capital investments to modernize our manufacturing facilities and processes, expand capacity and capabilities for domestic manufacturing and accelerate new product development.

We believe these i nvestments will drive margin expansion by lowering costs, expanding our product portfolio, and improving product quality.

Index to Financial Statements

Tennessee, which included consolidating multiple facilities.

completed our large valve manufacturing expansion in Chattanooga, Tennessee and a new facility in Kimball, Tennessee, which included consolidating multiple facilities.

Additionally, our new brass foundry in Decatur, Illinois is operational, and in the first half of our fiscal 2025, we expect to close our old brass foundry which was built in the early 1900s.

We expect these investments to support our domestic manufacturing capabilities for specialty and large valves and to capitalize on the growing need for highly engineered valves required for water infrastructure projects.

During 2023, we started initial production at a new brass foundry in Decatur, Illinois, which will eventually replace our original brass foundry built there in the early 1900s.

These three projects accounted for a significant portion of our capital expenditures over the past five years.

They are expected to drive operational efficiencies, expand capabilities for American-made products, advance our sustainability environmental initiatives, and help accelerate product development.

Accelerate product development and innovation.

We plan to continue to invest in our product development capabilities, including expanding our research and development staff, to develop and market new products and services.

We expect to add new products to our portfolio and offer new products in different end markets.

We continue to enhance our software platform, Sentryx ™ , which provides data intelligence to help water utilities make strategic and operational decisions.

This data includes leak detection, pressure monitoring, advanced metering and water quality metrics, which are aggregated and consolidated within the Sentryx ™ platform, providing utilities with critical information to monitor and control their water networks.

As our customers seek to use real-time data and analytics to manage and repair their aging pipe networks more efficiently, we believe we are well-positioned to provide solutions given our expertise and the large installed base of our products.

Execute sales initiatives and channel strategies to enhance customer service and increase growth.

While our distribution network covers all of the major locations for our principal products in the United States and Canada, we want to continue to invest in process improvements to support our objective of being the preferred partner for our customers.

Expanding the capabilities of our systems and employees will allow us to improve our customers’ experiences.

We continue to invest time and resources to deepen our channel partnerships and end customer relationships to increase our presence in the fastest growing markets.

Additionally, we expect these investments to drive operational efficiencies, expand capabilities for American-made products, advance our sustainability environmental initiatives, and help accelerate product development.

Accelerate sales growth through enhanced customer experience and innovation.

We plan to continue to invest in process improvements to support our objective of being the preferred partner for our customers.

We are making disciplined investments in our commercial teams to enhance our customer experience to further differentiate us in the market and support our opportunities for net sales growth.

Expanding our systems and employee capabilities will allow us to improve our customer experience.

We continue to invest time and resources to deepen our channel partnerships’ end-customer relationships to increase our presence in the fastest-growing markets.

Additionally, we seek to attract and retain customers through product training and engineering resources to ascertain, educate and understand project requirements.

We plan to continue to invest in our product development capabilities, including our research and development processes, to develop and market new products and services.

We expect to add new products to our portfolio and offer new products in different end markets.

Foster culture through purpose, collaboration, inclusion and effectiveness.

We believe our employees are our greatest asset, and we strive to provide a safe, inclusive, high-performance culture where our people can thrive.

We endeavor to recruit, develop, engage, train and protect our workforce.

Our core values of respect, integrity, trust, safety and inclusion shape our culture and define who we are.

We are making investments to enhance collaboration and teamwork throughout the organization to create a culture of talent development, enabling us to execute on our strategic opportunities and make Mueller a preferred place to work.

We prioritize employee engagement and transparency by implementing programs and processes to provide our employees with opportunities to ask questions, voice concerns and share feedback.

This communication is accomplished in part by conducting employee satisfaction surveys, global town halls and facility employee meetings.

Continue to seek, acquire, and invest in businesses and technologies that expand our existing portfolio or allow us to enter new markets.

We will continue to evaluate the acquisition of strategic businesses, technologies and product lines that have the potential to strengthen our competitive position, enhance or expand our existing product and service offerings, expand our technological capabilities, leverage our manufacturing capabilities, provide synergistic opportunities, enhance our customer relationships or allow us to enter new markets.

As part of this strategy, we may pursue international opportunities, including acquisitions, joint ventures and partnerships.

As part of this strategy, we have pursued, and may continue to pursue, international opportunities, including acquisitions, joint ventures and partnerships.

Description of Products and Services

We offer a broad line of water infrastructure, flow control, metering and leak detection products and services primarily in the United States and Canada.

We offer a broad line of water infrastructure, and flow control products and services primarily in the United States and Canada.

Water Flow Solutions sells iron gate and specialty valves, and service brass products.

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Our water distribution products are manufactured to meet or exceed American Water Works Association (“AWWA”) standards and, where applicable, certified to National Science Foundation (“NSF”)/American National Standards Institute (“ANSI”) Standard 61 for potable water conveyance.

Underwriters Laboratory (“UL”) and FM Approvals (“FM”) have approved many of these products.

Underwriters Laboratory (“UL”) and FM Approvals (“FM”), two third-party certification companies, have approved many of these products.

Additionally, our products are typically specified by a water utility for use in its infrastructure system.

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Water Management Solutions sells fire hydrants for new water infrastructure development, fire protection systems and water infrastructure repair and replacement projects.

Our fire hydrants consist of an upper barrel and nozzle section and a lower barrel and valve section that connects to a water main.

Our fire hydrants consist of an upper barrel and nozzle section and a lower barrel and valve section that connect to a water main.

In dry-barrel fire hydrants, the valve connecting the barrel of the hydrant to the water main is located below ground at or below the frost line, which keeps the upper barrel dry.

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Wet-barrel fire hydrants are made for warm weather climates, such as in California and Hawaii, and are sold under the Jones ® brand name.

Most municipalities have approved a limited number of fire hydrant brands for installation as a result of their desire to use the same tools and operating instructions across their systems and to minimize inventories of spare parts.

We believe the large installed base of Mueller fire hydrants throughout the United States and Canada, reputation for superior quality and performance as well as specified position have contributed to the leading market position of our fire hydrants.

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Water Management Solutions also sells pipe repair products, such as couplings, grips and clamps used to repair leaks, under the HYMAX ® , Mueller ® and Krausz ® brand names.

Natural Gas Distribution Products .

Water Management Solutions produces machines and tools for tapping, drilling, extracting, installing and stopping-off, which are designed to work with its water and gas fittings and valves as an integrated system.

We also provide gas valve products primarily for use in gas distribution systems.

Water Leak Detection and Pipe Condition Assessment Products and Services .

Water Management Solutions develops technologies and offers products and services under the Echologics ® brand name that can non-invasively (i.e., without disrupting service or introducing a foreign object into the water system) detect underground leaks and assess the condition of water mains comprised of a variety of materials.

We leverage our proprietary acoustic technology to offer leak detection and condition assessment surveys.

We also offer fixed leak detection systems that allow customers to continuously monitor and detect leaks on water distribution and transmission mains.

We believe Water Management Solutions’ ability to offer non-invasive leak detection and pipe condition assessment services is a key competitive advantage.

With our Singer Valve and i2O products, we provide a range of intelligent water solutions including pressure control valves, advanced pressure management, network analytics, event management and data logging.

Water Metering Products and Systems .

Water Management Solutions manufactures and sources a variety of water technology products under the Mueller ® brand name that are designed to help water providers accurately measure and control water usage.

Water Management Solutions offers a complete lin e of residential, fire protection and commercial metering solutions.

Water Management Solutions offers residential, fire protection and commercial metering solutions.

Residential and commercial water meters are generally classified as either manually read meters or remotely read meters via radio technology.

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With an AMR system, utility personnel with mobile equipment, including a radio receiver, computer and reading software, collect the data from utilities’ meters.

With an AMI system, a network of permanent data collectors or gateway receivers that are always active or listening for the radio transmission from the utilities’ meters gather the data.

AMI systems eliminate the need for utility personnel to travel through service territories to collect meter reading data.

These systems provide the utilities with more frequent and diverse data at specified intervals from the utilities’ meters and allow for two-way communication.

Water Management Solutions sells both AMR and AMI systems and related products.

Our remote disconnect water meter enables the water flow to be stopped and started remotely via handheld devices or from a central operating facility.

Water Leak Detection and Pipe Condition Assessment Products and Services .

We leverage our proprietary acoustic technology to offer leak detection and condition assessment surveys.

We also offer fixed leak detection systems that allow customers to continuously monitor and detect leaks on water distribution and transmission mains.

We believe Water Management Solutions’ ability to offer non-invasive leak detection and pipe condition assessment services is a key competitive advantage.

With an AMI system, a network of permanent data collectors or gateway receivers that are always active or listening

Index to Financial Statements

Additionally, Water Management Solutions produces machines and tools for tapping, drilling, extracting, installing and stopping-off, which are designed to work with its water and gas fittings and valves as an integrated system.

We also provide gas valve products primarily for use in gas distribution systems.

for the radio transmission from the utilities’ meters gathers the data.

Water Management Solutions sells both AMR and AMI systems and related products.

Our remote disconnect water meter enables the water flow to be stopped and started remotely via a handheld device or from a central operating facility.

Manufacturing

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Our existing manufacturing capacity is sufficient for anticipated near-term requirements.

In order to meet longer-term capacity requirements and modernize some production facilities, we have expanded the large valve casting capabilities at the facility located in Chattanooga, Tennessee, and added a new facility nearby in Kimball, Tennessee to expa nd domestic manufacturing capabilities for specialty large valves.

Additionally, our new brass foundry in Decatur, Illinois, is nearly complete and will replace our existing brass foundry there.

To meet longer-term capacity requirements and modernize some production facilities, we have expanded the large valve casting capabilities at the facility located in Chattanooga, Tennessee, and added a new facility nearby in Kimball, Tennessee to expa nd domestic manufacturing capabilities for specialty large valves.

Additionally, our new brass foundry in Decatur, Illinois, is operational and in the first half of our fiscal 2025, we expect to close our old brass foundry that was built in the 1900s.

Our foundries use both lost foam and green sand-casting techniques.

We use the lost foam technique for fire hydrant production in our Albertville, Alabama facility and for iron gate valve production in our Chattanooga, Tennessee facility.

The lost foam technique has several advantages over the green sand technique, especially for high-volume products, including a reduction in the number of manual finishing operations, lower scrap levels and the ability to reuse some of the materials.

The lost foam technique has several advantages over the green sand technique, especially for high-volume products, including a reduction in the number of manual finishing operations, lower scrap rates and the ability to reuse some of the materials.

Additionally, we design, manufacture, and assemble water metering products in Cleveland, North Carolina.

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Our products are made using various purchased components and seve ral basic raw materials that include brass ingot, scrap steel, sand and resin.

Purchased parts and raw materials represented approximatel y 45% and 11%, respectively, of Cost of sales in 2023.

Purchased parts and raw materials represented approxi mately 35% and 9%, respectively, of Cost of sales in 2024.

Patents, Licenses and Trademarks

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LeakFinderRT ®

LeakFinderST ™

LeakListener ®

Mueller Systems ®

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Sales, Marketing and Distribution

We primarily sell to national and regional waterworks distributors in the U.S.

We primarily sell to national and regional waterworks distributors in the United States and Canada.

Our distributor relationships are generally non-exclusive, but we attempt to align ourselves with key distributors in the principal markets we serve.

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Our distribution network covers all of the major locations for our principal products in the United States and Canada.

Although we have long-standing relationships with most of our key distributors, we typically do not have long-term contracts with them, including our two largest distributors, which together accounted for approximat ely 35%, 40% and 39% of our gross sales in 2023, 2022 and 2021 fiscal years, respectively .

Although we have long-standing relationships with most of our key distributors, we typically do not have long-term contracts with them, including our two largest distributors, which together accounted for approxim ately 38%, 35% and 40% of our gross sales in 2024, 2023 and 2022 fiscal years, respectively .

See “Item 1A.

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Sales of the products are heavily influenced by the specifications for the underlying projects.

Approximately 6% of Water Flow Solutions’ net sales were to Canadian customers in our fiscal year 2023, 8% in fiscal year 2022 and 7% in fiscal year 2021.

Approximately 6% of Water Flow Solutions’ net sales were to Canadian customers in fiscal years 2024 and 2023, and 8% in fiscal year 2022.

Water Management Solutions

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Water Management Solutions also sells its water metering, leak detection, including pipe condition assessment, and pressure management and control products and solutions directly to municipalities and to waterworks distributors.

Approximate ly 6% of Water Management Solutions’ net sales were to Canadian customers in fiscal year 2023, 7% in fiscal year 2022 and 8% in fiscal year 2021.

Index to Financial Statements

Approximate ly 6% of Water Management Solutions’ net sales were to Canadian customers in fiscal years 2024 and 2023, and 7% in fiscal year 2022.

We consider backlog to represent orders placed by customers for which goods or services have yet to be shipped.

Backlog is a meaningful indicator for many of our product lines.

The delivery lead time for certain product lines such as specialty valves can be longer than one year, and we expect approximately 22% of Water Flow Solutions’ backlog at the end of 2023 will not be shipped until beyond 2024.

The delivery lead time for certain product lines such as specialty valves

Index to Financial Statements

can be longer than one year, and we expect approximately 17% of Water Flow Solutions’ backlog at the end of 2024 will not be shipped until beyond 2025.

Water Management Solutions manufactures or sources water meter systems that are sometimes ordered in large quantities with delivery dates over several years.

We expect approximately 6% of Water Management Solutions’ backlog at the end of 2024 will not be shipped until beyond 2025.

Due to higher demand levels in 2022, we experienced record levels of short-cycle backlog, primarily for our iron gate valves, service brass products and fire hydrants.

With improvement in our manufacturing lead times, particularly for service brass products, we experienced a decrease in our overall backlog compared to the prior year.

Backlog for Water Management Solutions and Water Flow Solutions are as follows:

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We consider our installed base, product quality, customer service level, brand recognition, innovation, distribution and technical support to be competitive strengths.

The competitive environment for most of Water Flow Solutions’ valve products is mature and many end users are slow to transition to brands other than their historically preferred brands making it difficult to increase market share in this environment.

We believe our valves enjoy strong competitive positions based primarily on the extent of their installed base, product quality, specified position and brand recognition.

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Our current marketing strategy is primarily focused on repair, joining and restraining of water infrastructure piping systems, which consists of cast iron, ductile iron and plastic pipe.

Our repair solutions work well with all of these.

Our repair solutions work well with each of these piping systems.

Our primary competitors in the repair market are Romac Industries, Smith Blair, Viking Johnson, AVK Group, JCM Industries, and Georg Fisher Ltd.

Water Management Solutions sells water metering products and systems, primarily in the United States.

Index to Financial Statements

The gas repair products we sell are primarily used on distribution lines.

Our primary competitors for these products are Smith Blair, T.D.

Williamson, and A.Y.

Water Management Solutions also sells water metering products and systems, primarily in the United States.

We believe a substantial portion of this market is in the process of transitioning from manually read meters to electronically read meters;

however, we expect this transition to be relatively slow and that many end users will be reluctant to adopt brands other than their historically preferred brand.

Although Water Management Solutions’ market position is relatively small, we believe our

Index to Financial Statements

electronically read meters and associated technology are positioned to gain a greater share of these markets.

Our principal competitors are Sensus, Neptune Technology Group Inc., Badger Meter, Inc., Itron, Inc., and Master Meter, Inc.

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The primary competitors for these products are Cla-Val, Watts, OCV, Ross Valve, Bermad and Halma.

Water Management Solutions also sells water leak detection and pipe condition assessment products and services in North America, the United Kingdom and select countries in Europe, Asia and the Middle East, with our primary markets being the United States and Canada.

Additionally, Water Management Solutions sells water leak detection and pipe condition assessment products and services in North America, the United Kingdom and select countries in Europe, Asia and the Middle East, with our primary markets being the United States and Canada.

The worldwide market for leak detection and pipe condition assessment is highly fragmented with numerous competitors.

Our more significant competitors are Pure Technologies Ltd., Gutermann AG and Syrinix Ltd.

Additionally, we sell gas repair products which are primarily used on distribution lines.

Our primary competitors for these products are Smith Blair, T.D.

Williamson, and A.Y.

Research and Development

Our primary research and development (“R&D”) facilities are located in Chattanooga, Tennessee;

Ariel, Israel;

Rosh Haayin, Israel;

Atlanta, Georgia;

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Except for certain orders issued by environmental, health and safety regulatory agencies, with which we believe we are in compliance and which we believe are immaterial to our financial condition, results of operations and liquidity, we are not currently named as a party in any judicial or administrative proceeding relating to environmental, health and safety matters.

Index to Financial Statements

Greenhouse gas ("GHG") emissions have increasingly become the subject of political and regulatory focus.

Concern over potential climate change, including global warming, has led to legislative and regulatory initiatives directed at limiting GHG emissions.

In addition to certain federal proposals in the United States to regulate GHG emissions, many states and countries are considering and are enacting GHG legislation, regulations or international accords, either individually and/or as part of

Index to Financial Statements

regional initiatives.

In addition to certain federal proposals in the United States to regulate GHG emissions, many states and countries have enacted, are enacting or are considering enacting GHG legislation, regulations or international accords, either individually and/or as part of regional initiatives.

It is likely that additional climate change related mandates will be forthcoming, and it is expected that they may adversely impact our costs by increasing energy costs and raw material prices, requiring operational or equipment modifications to reduce emissions and creating costs to comply with regulations or to mitigate the financial consequences of such compliance.

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In connection with these efforts, we work to minimize the amount of water we use at our manufacturing facilities and maintain stringent water quality standards.

Our processes are designed to return the water used in manufacturing at a quality level that does not negatively impact the receiving environment.

Our processes are designed to return the water used in manufacturing to a quality level that does not negatively impact the receiving environment.

Future events, such as changes in existing laws and regulations, new legislation to limit GHG emissions or contamination of sites owned, operated or used for waste disposal by us, including currently unknown contamination and contamination caused by prior owners and operators of such sites or other waste generators, may give rise to additional costs which could have a material effect on our financial condition, results of operations or liquidity.

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Human Capital

We believe our employees are our greatest asset and we strive to provide a safe, inclusive, high-performance culture where our people can thrive.

We believe our employees are our greatest asset, and we endeavor to provide a safe, inclusive, high-performance culture where our people can thrive.

We strive to recruit, develop, engage, train and protect our workforce.

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We are committed to upholding fundamental human rights and believe that all human beings should be treated with dignity, fairness, and respect.

Index to Financial Statements

Employee Total Compensation and Benefits Philosophy.

We pay at or above a living wage at each of our locations.

Living wage is defined as the minimum necessary income for a worker to meet the worker’s basic needs, which can fluctuate based on physical location and other local factors.

We base our calculations on a single worker with no children.

We are dedicated to our employees’ health and well-being.

We provide access to benefits and offer programs that support work-life balance and overall well-being, including financial, physical and mental health resources, such as those listed below.

We offer financial, physical and mental health benefits, as well as programs that help employees take care of themselves and balance work-life considerations.

We regularly analyze our compensation to remain competitive, targeting pay at or above the 50th percentile of the market standard at each of our locations.

Our benefits and wellness programs are listed below.

Financial Health and Wellness Work-Life Balance

Competitive Base Pay

Medical, Dental and Vision Benefits (including telemedicine) Paid time off, paid holidays and jury duty pay

Employee Incentive Plan (Annual Bonus) Flexible Spending Accounts and Health Savings Accounts Paid Parental Leave (maternity, paternity, adoption)

Supplemental Pay (Overtime) Supplemental Health Benefits Healthcare navigation/concierge program

Employee Stock Purchase Plan Wellness Rewards Program Employee Assistance Program (mental health, legal, financial services)

Recognition Pay and Service Awards Health Plan Incentives Associate Discount Programs and Services

401(k) Retirement Savings Plan with Company Match (Traditional and Roth) On-site and complimentary Vaccinations Flexible Work Arrangements

Life Insurance (employee and dependents) Dependent Care Accounts

Tuition Reimbursement

Short-term and Long-term Disability Insurance Voluntary Benefits Offering

No Deductible Medical Mental Health Benefits

Competitive base pay Medical, dental and vision insurance with mental/behavioral health benefits

Paid time off, paid holidays and jury duty pay

Bonus plans tied to company performance for all employees Flexible spending/health savings accounts Paid parental leave with 12 weeks of paid leave for eligible birth parents;

4 weeks paid parental leave for non-birth adoptive and foster parents

Employee stock purchase plan at a discounted stock price

Supplemental health benefits, including accident, hospital indemnity, critical illness and whole life coverage Employee assistance program

Recognition pay and service awards Wellness rewards program Employee discount programs

401(k) retirement plans with a 5% company match and several pre-tax and after-tax savings options Health plan programs, including smoking cessation Employee engagement activities including family friendly events

Short- and long-term disability insurance On-site and no-cost vaccinations Virtual healthcare options for general medicine and mental health needs

Healthcare navigation service for managing existing benefits

On-site health fairs and free health screenings

Commitment to Diversity and Inclusion.

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We encourage our suppliers to follow these practices as well.

As of September 30, 2023, women represented 36% and minorities also represented 36% of our Board of Directors.

Index to Financial Statements

As of September 30, 2024, women and minorities each represented 36% of our Board of Directors.

We condemn human rights abuses and do not condone the use of slave or forced labor, human trafficking, child labor, the degrading treatment of individuals, physical punishment, or unsafe working conditions.

All employees are required to understand and obey local laws, to report any suspected violations, and to act in accordance with our Core Values and Code of Conduct.

We concluded a comprehensive pay equity analysis in 2021 encompassing all staff members and job levels in addition to considering gender and race.

We believe we have made compensation adjustments to rectify compensation disparities.

We also implemented hiring and promotional practices to support our goal of ensuring offers to new employees or to employees being promoted internally are aligned with the market and equitable on an internal basis.

We plan to conduct another comprehensive pay equity analysis in the near future and at appropriate intervals going forward.

In our fiscal year 2022, we expanded our Diversity and Inclusion (“D&I”) Council framework to include a series of councils including an executive council, a company-wide employee council and local employee councils at each plant as well as a corporate and sales team council.

We are committed to providing fair and equitable pay.

In 2021, we completed a pay equity analysis to ensure we met this commitment.

Based on the results of this analysis, we introduced a comprehensive, pay structure and promotion program.

In 2024, we invested in a leading software solution to conduct workforce pay equity audits that consider gender, race/ethnicity, age, and disabilities.

We believe this program will provide us with the ability to conduct ad hoc and annual pay equity audits.

We have a series of Diversity and Inclusion (“D&I”) councils including an executive council, a company-wide employee council, local employee councils at each manufacturing facility, a corporate council and a sales team council.

Talent Acquisition and Retention.

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We prioritize employee engagement and transparency by implementing programs and processes to ensure our employees have opportunities to ask questions, voice concerns, and share feedback.

This is accomplished in part by conducting an annual employee satisfaction survey, and quarterly town hall meetings.

Our fiscal year 2023 employee turnover rate was approximately 36%.

This communication is accomplished in part by conducting an annual employee satisfaction survey, global quarterly town halls and periodic facility employee meetings.

Our fiscal year 2024 United States employee turnover rate was approximately 22%.

Leadership and Culture Development.

As new generations enter the workforce, their dedication to sustainability is pivotal for our long-term prosperity.

The Mueller Development Program (“MDP”) has been developed to create a pathway for upcoming talent.

In 2022, we extended our Frontline Leader training program, offering resources in time management, communication, team building, and personal coaching.

We created the Mueller Development Program (“MDP”) to provide a pathway for upcoming talent.

We offer a Frontline Leader training program, which includes resources in time management, communication, team building, as well as personal coaching.

Index to Financial Statements

At September 30, 2024, we employed approximately 3,400 people, of whom 83% work in the United States.

At September 30, 2023, approximately 58 % of our United States hourly workforce was represented by collective bargaining agreements.

At September 30, 2024, approximately 42 % of our United States workforce was represented by collective bargaining agreements.

Additionally, certain foreign countries where we have employees, such as China, provide by law for employee rights which include requirements similar to collective bargaining agreements.

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In addition, certain of our SEC filings, including our annual reports on Form 10-K, our quarterly reports on Form 10-Q, our current reports on Form 8-K, our proxy statements and any amendments thereto can be viewed and printed free of charge from the investor information section of our website at www.muellerwaterproducts.com .

Copies of our filings, specified exhibits and corporate governance materials are also available free of charge by writing us using the address on the cover of this Annual Report.

Copies of our filings, specified exhibits and corporate governance materials are also available free of charge by writing to us using the address on the cover of this Annual Report.

We are not including the information on our website as a part of, or incorporating it by reference into, this Annual Report.

Index to Financial Statements

Our principal executive office is located at 1200 Abernathy Road N.E., Suite 1200, Atlanta, Georgia 30328, and our main telephone number at that address is (770) 206-4200.

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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-K

Item 1. Business