What changed in this filing

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Item 1. Financial Statements

2026-02-05 compared with 2025-08-05 · 174 added, 313 removed, 397 unchanged (55% of the section changed)

3 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, September 30,

December 31, September 30,

(in millions, except share amounts)

22 unchanged sentences

60,000,000 shares authorized;

none outstanding at June 30, 2025, and September 30, 2024

none outstanding as of December 31, 2025, and September 30, 2025

Common stock:

1 unchanged sentence

600,000,000 shares authorized;

156,272,099 and 156,227,170 shares outstanding at June 30, 2025, and September 30, 2024, respectively

156,360,152 and 156,331,004 shares outstanding as of December 31, 2025, and September 30, 2025, respectively

Additional paid-in capital 1,143.1 1,158.9

Accumulated deficit ( 131.0 ) ( 174.2 )

Accumulated other comprehensive loss ( 11.9 ) ( 30.8 )

Accumulated other comprehensive income (loss) 4.5 ( 4.6 )

Total stockholders' equity 1,018.2 981.7

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended Nine months ended

June 30, June 30,

2025 2024 2025 2024

Three months ended

(in millions, except per share amounts)

8 unchanged sentences

Other expenses:

Pension expense (benefit) other than service — 1.0 ( 0.1 ) 3.0

Interest expense, net 1.0 1.6

Other expense — — — 1.6

Total other expenses, net 1.0 1.6

12 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three months ended Nine months ended

June 30, June 30,

2025 2024 2025 2024

Three months ended

(in millions)

13 unchanged sentences

comprehensive

(loss) income

(loss) income Total

(in millions)

Balance at September 30, 2024 $ 1.6 $ 1,205.2 $ ( 365.9 ) $ ( 30.8 ) $ 810.1

Net income — — 35.3 — 35.3

Dividends declared — ( 10.5 ) — — ( 10.5 )

Stock-based compensation — 2.5 — — 2.5

Shares retained for employee taxes — ( 4.0 ) — — ( 4.0 )

Common stock issued — 1.6 — — 1.6

Other comprehensive loss, net of tax — — — ( 0.9 ) ( 0.9 )

Balance at December 31, 2024 $ 1.6 $ 1,194.8 $ ( 330.6 ) $ ( 31.7 ) $ 834.1

Balance as of September 30, 2025 $ 1.6 $ 1,158.9 $ ( 174.2 ) $ ( 4.6 ) $ 981.7

Net income — — 43.2 — 43.2

3 unchanged sentences

Common stock issued — 0.7 — — 0.7

Stock repurchased under buyback program — ( 5.0 ) — — ( 5.0 )

Other comprehensive loss, net of tax — — — ( 0.8 ) ( 0.8 )

Balance at March 31, 2025 $ 1.6 $ 1,183.8 $ ( 279.3 ) $ ( 32.5 ) $ 873.6

Net income — — 52.5 — 52.5

Dividends declared — ( 10.4 ) — — ( 10.4 )

Stock-based compensation — 2.3 — — 2.3

Common stock issued — 0.4 — — 0.4

Stock repurchased under buyback program — ( 10.0 ) — — ( 10.0 )

Common stock repurchased under buyback program — ( 5.5 ) — — ( 5.5 )

Other comprehensive income, net of tax — — — 9.1 9.1

Balance at June 30, 2025 $ 1.6 $ 1,166.1 $ ( 226.8 ) $ ( 11.9 ) $ 929.0

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

MUELLER WATER PRODUCTS, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

Balance as of December 31, 2025 $ 1.6 $ 1,143.1 $ ( 131.0 ) $ 4.5 $ 1,018.2

stock Additional

2 unchanged sentences

comprehensive

(loss) income Total

(in millions)

Balance at September 30, 2023 $ 1.6 $ 1,240.4 $ ( 481.8 ) $ ( 48.7 ) $ 711.5

Net income — — 14.3 — 14.3

Dividends declared — ( 10.0 ) — — ( 10.0 )

Stock-based compensation — 2.6 — — 2.6

Shares retained for employee taxes — ( 1.5 ) — — ( 1.5 )

Common stock issued — 0.4 — — 0.4

Other comprehensive income, net of tax — — — 13.9 13.9

Balance at December 31, 2023 $ 1.6 $ 1,231.9 $ ( 467.5 ) $ ( 34.8 ) $ 731.2

Balance as of September 30, 2024 $ 1.6 $ 1,205.2 $ ( 365.9 ) $ ( 30.8 ) $ 810.1

Net income — — 35.3 — 35.3

3 unchanged sentences

Common stock issued — 1.6 — — 1.6

Stock repurchased under buyback program — ( 10.0 ) — — ( 10.0 )

Other comprehensive loss, net of tax — — — ( 0.9 ) ( 0.9 )

Balance at March 31, 2024 $ 1.6 $ 1,214.7 $ ( 423.2 ) $ ( 38.6 ) $ 754.5

Net income — — 47.3 — 47.3

Dividends declared — ( 9.9 ) — — ( 9.9 )

Stock-based compensation — 2.5 — — 2.5

Common stock issued — 1.0 — — 1.0

Other comprehensive loss, net of tax — — — ( 3.8 ) ( 3.8 )

Balance at June 30, 2024 $ 1.6 $ 1,208.3 $ ( 375.9 ) $ ( 42.4 ) $ 791.6

Balance as of December 31, 2024 $ 1.6 $ 1,194.8 $ ( 330.6 ) $ ( 31.7 ) $ 834.1

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

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine months ended

Three months ended

(in millions)

4 unchanged sentences

Amortization 1.8 1.8

Non-cash asset impairment 1.0 1.4

(Gain) loss on sale of assets ( 0.1 ) 0.4

Gain on sale of assets ( 0.1 ) —

Stock-based compensation 3.5 2.5

20 unchanged sentences

Common stock issued 0.7 1.6

Debt issuance costs — ( 0.9 )

Principal payments for finance lease obligations ( 0.3 ) ( 0.2 )

5 unchanged sentences

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

Nine months ended

Three months ended

(in millions)

9 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF AND FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2025

AS OF AND FOR THE THREE MONTHS ENDED DECEMBER 31, 2025

Organization and Basis of Presentation

6 unchanged sentences

With regard to the Company’s segments, “we,” “us” and “our” may also refer to the segment being discussed.

Our condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which require us to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, sales and expenses as well as in the disclosure of contingent assets and liabilities for the reporting periods.

Our condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which require us to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, sales and expenses, and the disclosure of contingent assets and liabilities for the reporting periods.

Actual results could differ from those estimates.

2 unchanged sentences

In our opinion, all normal and recurring adjustments that we consider necessary for a fair financial statement presentation have been made.

The condensed consolidated balance sheet at September 30, 2024 was derived from our audited financial statements.

Our business is seasonal as a result of the impact of cold weather conditions.

Net sales and operating income historically have been lowest in the three-month periods ending December 31 and March 31 when the northern United States (“U.S.”) and most of Canada generally face weather conditions that restrict significant construction and other field crew activity.

Therefore, the results of operations for the three and nine months ended June 30, 2025 are not necessarily indicative of operating results that may be achieved for any other interim period or the full year.

The condensed consolidated balance sheet as of September 30, 2025 was derived from our audited financial statements.

Parts of our business depend upon construction activity, which is seasonal in many areas due to the impact of cold weather conditions on construction activity.

Net sales and operating income have historically been lowest in our first and second fiscal quarters ending December 31 and March 31, respectively, when the northern United States and most of Canada generally face weather conditions that restrict significant construction activity.

Therefore, the results of operations for the three months ended December 31, 2025 are not necessarily indicative of operating results that may be achieved for any other interim period or the full year.

Unless the context indicates otherwise, whenever we refer to a particular year, we mean our fiscal year ended or ending September 30 in that particular calendar year.

Accounting Pronouncements Not Yet Adopted

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

2023-07 “Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures” (“ASU 2023-07”).

ASU 2023-07 requires public business entities that disclose information on their reportable segments to provide additional information on their significant expense categories and “other segment items,” which represent the difference between segment revenue less significant segment expense and a segment’s measure of profit or loss.

A description of “other segment items” is also required.

Further, certain segment related disclosures that were limited to annual disclosure are now required for interim periods.

Finally, public business entities are required to disclose the title and position of their Chief Operating Decision Maker (“CODM”) and explain how the CODM uses the reported measures of profit or loss to assess segment performance.

This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Upon adoption, ASU 2023-07 should be applied retrospectively to all prior periods.

We do not expect ASU 2023-07 to have a material impact on our financial statements and related disclosures.

In December 2023, the FASB issued ASU No.

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

ASU 2023-09 requires public business entities to disclose a tabular rate reconciliation utilizing percentages and reporting currency amounts in specific categories with certain reconciling items at or above the specified 5% threshold to improve the transparency and comparability of disclosures.

ASU 2023-09 requires public business entities to disclose a tabular rate reconciliation utilizing percentages and reporting currency in specific categories with certain reconciling items at or above the specified 5% threshold to improve the transparency and comparability of disclosures.

Additionally, entities are required to disclose the year-to-date amount of income taxes paid, net of refunds received, disaggregated by federal (national), state, and foreign jurisdictions.

Disclosure of all individual jurisdictions where income taxes paid, net of refunds received, is 5% or more of the total is also required.

This guidance is effective for fiscal years beginning after December 15, 2024 with early adoption permitted.

This guidance is effective for annual disclosures in fiscal years beginning after December 15, 2024, with early adoption permitted.

Upon adoption, ASU 2023-09 should be applied on a prospective basis while retrospective application is permitted.

3 unchanged sentences

Disaggregation of Income Statement Expenses” (“ASU 2024-03”).

ASU 2024-03 requires public business entities to disclose disaggregated information about certain income statement expense line

These expenses include purchases of inventory, employee compensation, depreciation and intangible asset amortization for each income statement line item that contains those expenses.

ASU 2024-03 requires public business entities to disclose disaggregated information about certain income statement expense line items, including purchases of inventory, employee compensation, depreciation and intangible asset amortization.

Additionally, specified expenses, gains or losses that are currently required to be disclosed must now be included in the disaggregated income statement expense line item disclosures, and any remaining amounts should be described qualitatively.

3 unchanged sentences

We are currently evaluating the impact ASU 2024-03 will have on our financial statements and related disclosures.

In September 2025, the FASB issued ASU No.

2025-06 “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software” (“ASU 2025-06”).

ASU 2025-06 removes references to software development project stages and considers different software development methods, including

methods that entities may use to develop software in the future.

ASU 2025-06 requires entities to capitalize software costs when:

(1) management has authorized and committed to funding the software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended (the “probable-to-complete recognition threshold”).

In evaluating the probable-to-complete recognition threshold, an entity must consider whether there is significant uncertainty associated with the development activities of the software.

An entity must also disclose its capitalized internal-use software balance and accumulated amortization at the balance sheet date, along with amortization for the period and a description of the method to compute amortization.

The guidance is effective for fiscal years beginning after December 15, 2027, and interim periods within the associated annual reporting periods.

Early adoption is permitted at the beginning of an annual period.

Upon adoption, ASU 2025-06 may be applied on a retrospective, prospective or modified prospective basis, with a cumulative effect adjustment to retained earnings required for retrospective or modified prospective adoption.

We are currently evaluating the impact ASU 2025-06 will have on our financial statements and related disclosures.

In December 2025, the FASB issued ASU No.

2025-11 “Interim Reporting (Topic 270):

Narrow-Scope Improvements” (“ASU 2025-11”).

ASU 2025-11 clarifies the applicability of interim reporting guidance, types of interim reporting, and the form and content of interim financial statements in accordance with United States generally accepted accounting principles (“GAAP”).

ASU 2025-11 does not change the fundamental nature of interim reporting or modify the scope of current interim disclosure requirements, but clarifies and improves the navigability of existing interim reporting requirements.

This guidance is effective for interim periods within fiscal years beginning after December 15, 2027.

Early adoption is permitted.

Upon adoption, ASU 2025-11 may be applied prospectively or retrospectively to any or all periods presented in the interim financial statements.

We are currently evaluating the impact ASU 2025-11 will have on our financial statements and related disclosures.

Strategic Reorganization and Other Charges

During the three months ended December 31, 2025, we recorded approximately $ 3.3 million in Strategic reorganization and other charges consisting of severance and expenses associated with our leadership transition.

During the three months ended December 31, 2024, we recorded approximately $ 1.7 million in Strategic reorganization and other charges consisting of expenses associated with our leadership transition and severance.

The Company expects to incur certain costs related to the decommissioning and demolition of its legacy foundry in Decatur, Illinois, the amount of which is not estimable at this time.

During the nine months ended June 30, 2025, we recorded approximately $ 5.1 million in Strategic reorganization and other charges consisting of expenses associated with our leadership transition, non-cash asset impairment in our Water Flow Solutions segment and certain transaction-related expenses.

During the nine months ended June 30, 2024, we recorded approximately $ 12.7 million in Strategic reorganization and other charges consisting of expenses associated with our leadership transition, certain transaction-related expenses, cybersecurity incidents expense, non-cash asset impairment in our Water Management Solutions segment and severance.

Activity in accrued Strategic reorganization and other charges, reported as part of Other current liabilities, is presented below:

Nine months ended

Activity in our accrued Strategic reorganization and other charges, reported as part of Other current liabilities, is presented below:

Three months ended

(in millions)

24 unchanged sentences

Other direct costs associated with the transaction were capitalized and are being recognized as interest expense over the seven-year tax credit period.

Incremental costs to maintain the structure during the compliance period are expensed as incurred and are immaterial to the consolidated financial statements.

Incremental costs to maintain the structure during the compliance period are expensed as incurred and were immaterial to the consolidated financial statements.

Revenue from Contracts with Customers

We recognize revenue when control of promised products or services is transferred to our customers, in amounts that reflect the consideration to which we expect to be entitled in exchange for those products or services.

We account for a contract when it has approval and commitment from both parties, the rights of the parties are identified, the payment terms are identified, the contract has commercial substance and collectability of consideration is probable.

We account for a contract when it has approval and commitment from both parties, the rights of the parties and the payment terms are identified, the contract has commercial substance and collectability of consideration is probable.

We determine the appropriate revenue recognition for our contracts with customers by analyzing the type, terms and conditions of each customer contract or arrangement.

The table below represents the balances of our customer receivables and deferred revenue:

June 30, September 30,

The table below presents the balances of our customer receivables and deferred revenue:

December 31, September 30,

(in millions)

7 unchanged sentences

Our condensed consolidated statements of operations include the expected credit losses either arising or changing during the period for our receivables.

In the period in which we determine a receivable will not be collected, in whole or in part, we charge off the uncollectible amount against the allowance.

Our judgments of expected credit losses are based on prior collection experience, customer credit creditworthiness, other current conditions and forecasts of economic trends which may affect the collectibility of the receivables.

Differences in actual rather than anticipated industry or economic conditions could impact our customers’ ability to pay resulting in actual credit losses differing from the amounts included in the allowance and such differences could be significant.

The table below represents the activity in the allowance:

Nine months ended

When we determine a receivable will not be collected, in whole or in part, we write-off the uncollectible amount against the allowance in that period.

Our judgments of expected credit losses are based on prior collection experience, customer creditworthiness, forecasts of economic trends, and other current conditions, which may affect the collectability of the receivables.

Differences in actual rather than expected industry or economic conditions could impact our customers’ ability to pay, resulting in actual credit losses differing from the amounts included in the allowance and these differences could be significant.

The table below summarizes information concerning our allowance for credit losses:

Three months ended

(in millions)

Beginning balance $ 3.6 $ 8.3

Provision (reversed) charged to expense ( 0.2 ) 2.3

Write-offs and other ( 2.8 ) ( 1.7 )

Release of provision, net ( 0.3 ) ( 0.4 )

Ending balance $ 3.3 $ 7.9

7 unchanged sentences

Deferred revenue primarily consists of amounts related to monitoring, leak detection, software and hosting services.

Activity in deferred revenue during the period is as follows:

Nine months ended

The table below summarizes information related to deferred revenue:

Three months ended

(in millions)

Beginning balance $ 12.1 $ 12.8

Revenue deferred during the period 6.2 6.9

Revenue deferred 3.8 2.1

Previously deferred revenue recognized during the period ( 2.5 ) ( 2.3 )

Ending balance $ 13.4 $ 12.6

Current deferred revenue was $ 5.8 million as of June 30, 2025.

Noncurrent deferred revenue was $ 5.5 million as of June 30, 2025.

As of December 31, 2025, current deferred revenue was $ 7.2 million and noncurrent deferred revenue was $ 6.2 million.

We estimate that noncurrent deferred revenue will be recognized as follows:

7 unchanged sentences

The method applied is typically based on historical experience and known trends.

We include estimated variable consideration in the transaction price only to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur in future periods when the uncertainty associated with the variable consideration is subsequently resolved.

We include estimated variable consideration in the transaction price only to the extent it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur in future periods when the uncertainty associated with the variable consideration is subsequently resolved.

We exclude from the measurement of the transaction price all taxes assessed by a governmental authority.

We do not adjust the transaction price of a contract for the effects of a significant financing component if, at the inception of the contract, we expect that the period between when we transfer a product or service to a customer and when a customer remits payment will be one year or less.

Revenue for the sale of our products is recognized when the obligations of the terms of our contract are satisfied, which is when the customer is able to direct the use of and obtain substantially all of the benefits from the product, which generally occurs upon shipment when control of the product transfers to the customer.

Revenue for the sale of our products and services is recognized when the obligations of the terms of our contract are satisfied, which is when the customer is able to direct the use of and obtain substantially all of the benefits from the product or service, which generally occurs upon shipment when control of the product transfers to the customer or the service is completed.

We offer assurance warranties to our customers that the products provided will function as intended and comply with any agreed-upon specifications.

2 unchanged sentences

Costs to Obtain or Fulfill a Contract

Shipping and handling costs associated with freight activities after the customer has obtained control are accounted for as fulfillment costs and are expensed to Cost of sales within our condensed consolidated statement of operations at the time the revenue is recognized.

We incur certain incremental costs to obtain a contract, which primarily relate to incremental sales commissions.

5 unchanged sentences

Economic factors may impact the nature, amount, timing and certainty of our revenue and cash flows.

The reconciliation between the U.S.

federal statutory income tax rate and the effective income tax rate is presented below:

Three months ended Nine months ended

June 30, June 30,

2025 2024 2025 2024

federal statutory income tax rate 21.0 % 21.0 % 21.0 % 21.0 %

Adjustments to reconcile to the effective tax rate:

State income taxes, net of federal benefit 4.0 3.5 4.0 3.5

Excess tax benefit related to stock-based compensation — — ( 1.2 ) —

Tax credits ( 1.4 ) ( 1.8 ) ( 1.4 ) ( 1.8 )

Global Intangible Low-Taxed Income 0.3 ( 0.1 ) 0.3 ( 0.1 )

Foreign income tax rate differential ( 0.6 ) ( 0.4 ) ( 0.6 ) ( 0.4 )

Nondeductible compensation 1.5 1.0 1.5 1.0

Uncertain tax positions 0.3 0.4 0.3 ( 0.7 )

Valuation allowances 0.4 0.7 0.4 0.4

Other 1.6 0.9 0.7 0.9

Effective income tax rate 27.1 % 25.2 % 25.0 % 23.8 %

At June 30, 2025 and September 30, 2024, the gross liabilities for unrecognized income tax benefits were $ 3.6 million and $ 3.0 million, respectively, and are included in Other noncurrent liabilities.

During the nine months ended June 30, 2024, we recorded $ 1.6 million in income tax benefits due to the release of an uncertain tax position that expired on December 31, 2023.

On July 4, 2025, the U.S.

government enacted H.R.

1, commonly referred to as the One Big Beautiful Bill Act (“OBBBA”).

OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act enacted in 2017, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions.

We are currently assessing its impact on our consolidated financial statements.

We do not expect the OBBBA to have a material impact on our financial statements or our estimated annual effective tax rate for 2025.

For the three months ended December 31, 2025, the Company recorded income tax expense of $ 12.5 million on earnings before income taxes of $ 55.7 million resulting in an effective tax rate of 22.4 %.

For the three months ended December 31, 2024, the Company recorded income tax expense of $ 10.5 million on earnings before income taxes of $ 45.8 million resulting in an effective tax rate of 22.9 %.

The effective tax rate was generally consistent period over period.

Borrowing Arrangements

The components of our long-term debt are as follows:

June 30, September 30,

December 31, September 30,

(in millions)

4 unchanged sentences

current portion of long-term debt 1.4 1.2

Long-term debt $ 449.8 $ 448.7

Total long-term debt $ 450.9 $ 450.4

ABL Agreement.

Our asset-based lending agreement, as amended, (“ABL”), is provided by a syndicate of banking institutions and consists of a revolving credit facility for up to $ 175.0 million in borrowing capacity that matures the earlier of (a) March 16, 2029, which is ninety-one days prior to the stated maturity date of our 4.0 % Senior Notes if the Notes are still outstanding on that date or (b) March 28, 2029.

Our asset-based lending agreement, as amended, (the “ABL”) is provided by a syndicate of banking institutions and consists of a revolving credit facility for up to $ 175.0 million in borrowing capacity that matures the earlier of (a) March 16, 2029, which is ninety-one days prior to the stated maturity date of our 4.0 % Senior Notes if the Notes are still outstanding on that date or (b) March 28, 2029.

The ABL includes the ability to borrow up to $ 25.0 million of swing line loans and up to $ 60.0 million of letters of credit.

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Borrowings under the ABL bear interest at a floating rate equal to Secured Overnight Financing Rate (“SOFR”) plus an adjustment of 10 basis points and an applicable margin range of 150 to 175 basis points, or a base rate (as defined in the ABL) plus an applicable margin range of 50 to 75 basis points.

At June 30, 2025, the applicable margin was 150 basis points for SOFR-based loans and 50 basis points for base rate loans.

As of December 31, 2025, the applicable margin was 150 basis points for SOFR-based loans and 50 basis points for base rate loans.

The ABL is subject to mandatory prepayments if total outstanding borrowings under the ABL are greater than the aggregate commitments under the revolving credit facility or if we dispose of overdue accounts receivable in certain circumstances.

1 unchanged sentence

Prepayments can be made at any time without penalty.

The ABL allows cash dividend payments on the Company’s common stock of approximately $ 56.4 million in fiscal 2025, with such amount increasing 10 % annually as set out in the ABL.

Additionally, cash dividend payments in excess of such limits, repurchases of common stock and certain other Restricted Payments (as defined in the ABL) are permitted if (i) Pro Forma Availability (as defined in the ABL) is (i) greater than or equal to the greater of 17.5 % of the Loan Cap (as defined in the ABL) and $ 30.6 million for each day during the 30 -day period prior to such Restricted Payment, or (ii) Pro Forma Availability is greater than 12.5 % but less than 17.5 % of the Loan Cap and $ 21.9 million for each day during the 30 -day period prior to such Restricted Payment and the fixed charge coverage ratio of the most recently ended Measurement Period (as defined in the ABL) is at least 1 to 1.

Substantially all of our U.S.

subsidiaries are borrowers under the ABL and are jointly and severally liable for outstanding borrowings.

Our obligations under the ABL are secured by a first-priority perfected lien on all of our U.S.

inventory, accounts receivable, certain cash balances and other supporting assets.

The ABL contains customary terms and conditions as well as various affirmative, negative, and financial covenants that may, among other things, restrict our and our subsidiaries’ ability to pay dividends, repurchase stock, or make certain other payments as described in the ABL.

Substantially all of our United States subsidiaries are borrowers under the ABL and are jointly and severally liable for outstanding borrowings.

Our obligations under the ABL are secured by a first-priority perfected lien on all of our United States inventory, accounts receivable, certain cash balances and other supporting assets.

The ABL includes a commitment fee for any unused borrowing capacity of 37.5 basis points per annum when the unused capacity is above 50 % of the credit commitments, with a step down to 25.0 basis points per annum when unused capacity is less than or equal to 50 % of the credit commitments.

At June 30, 2025, the commitment fee was 37.5 basis points.

Borrowings are not subject to any financial maintenance covenants unless excess availability is less than the greater of $ 17.5 million and 10 % of the Loan Cap.

Excess availability based on June 30, 2025 data was $ 163.0 million, as reduced by $ 11.8 million of outstanding letters of credit and $ 0.2 million of accrued fees and expenses.

As of December 31, 2025, the commitment fee was 37.5 basis points.

Borrowings are not subject to any financial maintenance covenants unless excess availability is less than the greater of $ 17.5 million and 10 % of the Loan Cap as defined in the ABL.

Excess availability based on December 31, 2025 data was $ 163.7 million, as reduced by $ 11.1 million of outstanding letters of credit and $ 0.2 million of accrued fees and expenses.

We were in compliance with all required covenants under the ABL as of December 31, 2025.

4.0 % Senior Unsecured Notes .

On May 28, 2021, we privately issued $ 450.0 million of 4.0 % Unsecured Senior Notes (“ 4.0 % Senior Notes”), which mature on June 15, 2029, and bear interest at 4.0 %, paid semi-annually in June and December.

On May 28, 2021, we privately issued $ 450.0 million of 4.0 % Unsecured Senior Notes (the (“4.0% Senior Notes”) which mature on June 15, 2029, and bear interest at 4.0 %, paid semi-annually in June and December.

We capitalized $ 5.5 million of financing costs, which are being amortized over the term of the 4.0 % Senior Notes using the effective interest method.

Proceeds from the 4.0% Senior Notes, along with cash on hand, were used to redeem our previously

existing notes.

Substantially all of our U.S.

subsidiaries guarantee the 4.0 % Senior Notes, which are subordinate to borrowings under our ABL.

Based on quoted market prices, which is a Level 1 measurement, the outstanding 4.0 % Senior Notes had a fair value of $ 432.7 million at June 30, 2025.

Proceeds from the 4.0% Senior Notes, along with cash on hand, were used to redeem our previously existing notes.

Substantially all of our United States subsidiaries guarantee the 4.0 % Senior Notes, which are subordinate to borrowings under our ABL.

Based on quoted market prices, which is a Level 1 measurement, the outstanding 4.0 % Senior Notes had a fair value of $ 438.7 million as of December 31, 2025.

An indenture governing the 4.0 % Senior Notes (“Indenture”) contains customary covenants and events of default, including covenants that limit our ability to incur certain debt and liens.

We were in compliance with all required covenants under the Indenture as of December 31, 2025.

There are no financial maintenance covenants associated with the Indenture.

We believe we were in compliance with these covenants at June 30, 2025.

We may redeem some or all of the 4.0 % Senior Notes at any time after June 15, 2024, at specified redemption prices.

4 unchanged sentences

The components of net periodic cost for our Pension Plan are presented below:

Three months ended Nine months ended

June 30, June 30,

2025 2024 2025 2024

Three months ended

(in millions)

Service cost $ 0.1 $ 0.2

Pension expense (benefit) other than service:

Pension expense other than service:

Interest cost 3.0 3.0

1 unchanged sentence

Amortization of actuarial net loss 0.4 0.6

Pension expense (benefit) other than service — 1.0 ( 0.1 ) 3.0

Pension expense other than service — —

Net periodic cost $ 0.1 $ 0.2

The amortization of actuarial losses, net of income tax, is recorded as a component of Other comprehensive income.

For the three months ended June 30, 2025 and 2024, the amortization of actuarial net loss is shown net of income tax of $ 0.1 million and $ 0.2 million, respectively, in the condensed consolidated statements of comprehensive income.

For the nine months ended June 30, 2025 and 2024, the amortization of actuarial loss is shown net of income tax of $ 0.4 million and $ 0.6 million, respectively, in the condensed consolidated statements of comprehensive income.

Stock-based Compensation Plans

We grant various forms of stock-based compensation, including market-based restricted stock units (“MRSUs”), restricted stock units, stock options and performance-based restricted stock units (“PRSUs”) under our Amended and Restated 2006 Mueller Water Products, Inc.

Stock Incentive Plan (the “2006 Stock Plan”), Phantom Plan instruments under our Mueller Water Products, Inc.

2012 Phantom Plan, and Employee stock purchase plan instruments under our 2006 Employee Stock Purchase Plan.

Grants issued during the nine months ended June 30, 2025 are as follows:

Number granted Weighted average grant date fair value per instrument Total grant date fair value

(in millions)

Quarter ended December 31, 2024

MRSUs 64,044 $ 38.25 $ 2.4

PRSUs 64,044 25.58 1.6

Restricted stock units 87,344 25.58 2.2

Phantom Plan instruments 134,382 25.58 3.4

Non-qualified stock options 207,417 7.90 1.6

Employee stock purchase plan instruments 24,621 $ 3.86 0.1

Total - Quarter ended December 31, 2024 $ 11.3

Quarter ended March 31, 2025

MRSUs 7,692 $ 41.24 $ 0.3

PRSUs 7,692 25.19 0.2

Restricted stock units 84,355 26.60 2.2

Non-qualified stock options 21,198 9.14 0.2

Employee stock purchase plan instruments 24,802 $ 4.53 0.1

Total - Quarter ended March 31, 2025 $ 3.0

Quarter ended June 30, 2025

Employee stock purchase plan instruments 21,752 $ 5.45 $ 0.1

Total - Quarter ended June 30, 2025 0.1

Total - Year to date ended June 30, 2025 $ 14.4

An MRSU award represents a target number of units that may be paid out at the end of a three-year award cycle based on a calculation of our relative total shareholder return (“TSR”) performance as compared with the TSR of a selected peer group.

Settlements in our common shares will range from zero to two times the number of MRSUs granted, depending on our TSR performance relative to that of the peer group.

Compensation expense attributed to MRSUs is based on the fair value of the awards on their respective grant dates, as determined using a Monte Carlo model.

For these awards, compensation expense is recognized over the requisite service period regardless of whether the market condition is ultimately met.

The assumptions used to determine the grant date fair value are indicated below for awards granted to date during the current fiscal year:

2024 March 3,

Variables used in determining grant date fair value:

Dividend yield 1.10 % 1.10 %

Risk-free rate 4.10 % 3.90 %

Expected term (in years) 2.80 2.60

The expected dividend yield is based on our estimated annual dividend and our stock price history at the grant date.

The risk-free interest rate is based on the U.S.

Treasury zero-coupon yield in effect at the grant date with a term equal to the expected term.

The expected term represents the average period of time the units are expected to be outstanding.

At June 30, 2025, the outstanding Phantom Plan instruments had a fair value of $ 24.04 per instrument and our accrued liability for Phantom Plan instruments was $ 4.7 million and is included within Other current liabilities for amounts related to instruments scheduled to vest in twelve months or less and Other noncurrent liabilities for amounts related to instruments scheduled to vest beyond twelve months.

Stock options generally vest ratably on each anniversary date of the original grant over three years .

Compensation expense attributed to stock options is based on the fair value of the awards on their respective grant dates, as determined using a Black-Scholes model.

The assumptions used to determine the grant date fair value are indicated below for awards granted to date during the current fiscal year:

2024 March 3,

Variables used in determining grant date fair value:

Dividend yield 1.64 % 1.41 %

Risk-free rate 4.14 % 4.02 %

Expected term (in years) 6.00 6.00

The expected dividend yield is based on our estimated annual dividend and our stock price history at the grant date.

The risk-free interest rate is based on the U.S.

Treasury zero-coupon yield in effect at the grant date with a term equal to the expected term.

The expected term represents the average period of time the options are expected to be outstanding.

A PRSU award consists of a target number of units that may be paid out at the end of a three-year award cycle.

Settlements in our common shares will range from zero to two times the number of PRSUs granted, depending on our financial performance against predetermined targets.

Restricted stock units generally vest ratably over the life of the award, usually three years , on each anniversary date of the original grant.

Compensation expense for restricted stock units is recognized between the grant date and the vesting date (or the date on which a participant becomes retirement-eligible as defined and pursuant to the terms of the 2006 Stock Plan, if sooner) on a straight-line basis for each tranche of each award.

Fair values of restricted stock units are determined using the closing price of our common stock on the respective grant date.

Employee stock purchase plan instruments are shares of our common stock purchased by employees under the Mueller Water Products Inc.

2006 Employee Stock Purchase Plan (“ESPP”).

Generally, all full-time, active employees are eligible to participate in the ESPP, subject to certain restrictions.

Employee purchases are funded through payroll deductions, and any excess payroll withholdings are returned to the employee.

The price for the shares purchased under the ESPP is 85 % of the lower of the closing price on the first day or the last day of the offering period.

We issued 260,727 shares of common stock to settle PRSUs vested during the nine months ended June 30, 2025;

no shares of common stock were issued to settle PRSUs during the three months ended June 30, 2025.

Additionally, we issued 227,492 shares of common stock to settle restricted stock units vested during the nine months ended June 30, 2025;

no shares of common stock were issued to settle restricted stock units during the three months ended June 30, 2025.

Finally, we issued 246,577 shares of common stock to settle stock options exercised during the nine months ended June 30, 2025;

no shares of common stock were issued to settle stock options exercised during the three months ended June 30, 2025.

Common shares totaling 169,488 were surrendered to us to pay the applicable tax withholding obligations of equity award participants for the nine months ended June 30, 2025;

no common shares were surrendered to us to pay the applicable tax withholding obligations during the three months ended June 30, 2025.

Operating income included stock-based compensation expense of $ 3.2 million and $ 3.7 million during the three months ended June 30, 2025 and 2024, respectively.

Operating income included stock-based compensation of $ 10.8 million and $ 10.1 million during the nine months ended June 30, 2025 and 2024, respectively.

At June 30, 2025, there was approximately $ 13.0 million of unrecognized compensation expense related to stock-based compensation arrangements, which will be expensed through March 2028.

We excluded 300,351 and 24,636 stock-based compensation instruments from the calculations of diluted earnings per share in the three months ended June 30, 2025 and 2024, respectively, and 343,476 and 520,420 for the nine months ended June 30, 2025 and 2024, respectively, since their inclusion would have been antidilutive.

For the three months ended December 31, 2025 and 2024, the amortization of actuarial net loss is shown net of immaterial income tax and $ 0.2 million income tax, respectively, in the condensed consolidated statements of comprehensive income.

Supplemental Balance Sheet Information

Selected supplemental asset information is presented below:

June 30, September 30,

December 31, September 30,

(in millions)

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Prepaid expenses $ 20.7 $ 20.8

Non-trade receivables 3.9 3.4

Maintenance and repair supplies and tooling 3.6 5.4

Goods to be returned 3.7 4.2

Income taxes 0.8 0.8

Workers' compensation reimbursement receivable 2.7 2.4

Other current assets 34.8 36.0

8 unchanged sentences

Property, plant and equipment, net $ 341.7 $ 335.7

Other noncurrent assets:

Operating lease right-of-use assets $ 27.1 $ 26.9

Maintenance and repair supplies and tooling 19.8 20.3

Workers' compensation reimbursement receivable 4.1 4.1

Pension asset 14.8 13.5

Note receivable 1.8 1.8

Deferred financing fees 1.1 1.3

Other noncurrent assets 0.4 0.4

Total other noncurrent assets $ 69.1 $ 68.3

Selected supplemental liability information is presented below:

June 30, September 30,

December 31, September 30,

(in millions)

3 unchanged sentences

Income taxes payable 12.9 7.1

Warranty accrual 12.1 13.3

Deferred revenue 5.8 7.1

Returned goods accrual 5.5 7.3

Taxes other than income taxes 4.5 3.5

Operating lease liabilities 6.1 5.5

Workers' compensation accrual 4.6 4.6

Restructuring liabilities 1.8 3.4

Interest payable 0.8 5.3

Other current liabilities 66.0 66.4

Total other current liabilities $ 127.1 $ 154.7

Other noncurrent liabilities:

Operating lease liabilities $ 22.2 $ 22.5

Warranty accrual 8.1 10.3

Transition tax liability — 1.7

Uncertain tax position liability 3.6 3.0

NMTC liability 3.9 3.9

Workers' compensation accrual 5.8 5.8

Asset retirement obligation 4.2 4.2

Deferred revenue 5.5 5.7

Deferred development grant 2.0 2.5

Other noncurrent liabilities 3.6 4.1

Total other noncurrent liabilities $ 58.9 $ 63.7

Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis on September 1 of each fiscal year or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

The following table summarizes information concerning our goodwill, all of which is within our Water Management Solutions segment, during the nine months ended June 30, 2025, in millions:

Balance at September 30, 2024:

The following table summarizes information concerning our goodwill, all of which is within our Water Management Solutions segment, during the three months ended December 31, 2025 (in millions):

Balance as of September 30, 2025:

Goodwill $ 829.6

1 unchanged sentence

Goodwill, net 89.2

Activity during the nine months ended June 30, 2025:

Activity during the three months ended December 31, 2025:

Change in foreign currency exchange rates 2.9

Balance at June 30, 2025

Balance as of December 31, 2025

Segment Information

We have two reportable segments, Water Flow Solutions and Water Management Solutions.

Our business units and reportable segments are Water Flow Solutions and Water Management Solutions.

Water Flow Solutions’ portfolio includes iron gate valves, specialty valves and service brass products.

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

Summarized financial information for our segments is presented below:

Three months ended Nine months ended

June 30, June 30,

2025 2024 2025 2024

Our segments are determined by internally reported financial information regularly reported to the company’s chief operating decision maker (“CODM”), who is our Chief Executive Officer.

Segment operating income is the primary measure used by the CODM to assess performance and allocate resources.

Operating income is also used to monitor budget versus actual results and provide insight into underlying trends comparing past financial performance with current performance of each segment.

The significant expense categories and amounts align with segment-level information that is regularly provided to the CODM.

Segment results are not reflective of their results on a stand-alone basis and exclude intersegment sales.

The determination of segment results excludes certain expenses designated as Corporate because such expenses are not directly attributable to segment operations and are not allocated to the segments.

Items such as interest expense, loss on early extinguishment of debt, pension expense or benefit, and income taxes are not allocated to the segments.

Corporate expenses include those costs incurred by our corporate function, such as accounting, treasury, risk management, human resources, legal, tax, and other administrative functions.

Corporate assets principally consist of our cash, operating lease assets, and certain real property previously owned by U.S.

Pipe and Anvil.

Financial information by reportable segment is included in the following summary below:

Three months ended December 31, 2025 Water Flow Solutions Water Management Solutions Total

(in millions)

Net revenue, excluding intercompany:

Water Flow Solutions $ 216.6 $ 208.1 $ 607.4 $ 555.2

Water Management Solutions 163.7 148.6 441.5 411.3

$ 380.3 $ 356.7 $ 1,048.9 $ 966.5

Operating income (loss):

Net sales $ 173.0 $ 145.2 $ 318.2

Cost of sales 102.2 96.2 198.4

Gross profit 70.8 49.0 119.8

Selling, general and administrative expenses 21.4 24.5

Segment operating income $ 49.4 $ 24.5 73.9

Reconciliation of segment operating income to consolidated income before income taxes

Corporate general and administrative expenses 13.9

Corporate strategic reorganization and other charges 3.3

Interest expense, net 1.0

Income before income taxes $ 55.7

Three months ended December 31, 2024 Water Flow Solutions Water Management Solutions Total

(in millions)

Net sales $ 174.6 $ 129.7 $ 304.3

Cost of sales 119.5 81.8 201.3

Gross profit 55.1 47.9 103.0

Selling, general and administrative expenses 19.8 20.3

Strategic reorganization and other charges — 0.3

Segment operating income $ 35.3 $ 27.3 62.6

Reconciliation of segment operating income to consolidated income before income taxes

Corporate general and administrative expenses 13.8

Corporate strategic reorganization and other charges 1.4

Interest expense, net 1.6

Income before income taxes $ 45.8

Depreciation and amortization and capital expenditures by reportable segment is included in the summary below:

Three months ended

(in millions)

Depreciation and amortization:

Water Flow Solutions $ 7.1 $ 6.1

Water Management Solutions 5.0 5.0

Corporate ( 16.9 ) ( 16.3 ) ( 47.6 ) ( 53.9 )

$ 12.1 $ 11.1

Depreciation and amortization:

Capital expenditures:

Water Flow Solutions $ 6.4 $ 5.7

Water Management Solutions 10.8 6.2

Corporate 0.1 0.1 0.1 0.2

$ 17.2 $ 11.9

Strategic reorganization and other charges:

Segment assets primarily consist of intangible assets and inventories.

A summary of these assets by reportable segment is included in the summary below:

December 31, September 30,

(in millions)

Intangible assets, net and goodwill

Water Flow Solutions $ 264.4 $ 264.5

Water Management Solutions 134.7 132.0

Corporate 0.8 1.5 3.5 11.1

$ 399.1 $ 396.5

Capital expenditures:

Inventories, net

Water Flow Solutions $ 230.9 $ 197.2

Water Management Solutions 145.8 131.5

Corporate — — — —

$ 376.7 $ 328.7

Disaggregated revenues by reportable segment and geographical region are included in the summary below:

Three months ended

(in millions)

Water Flow Solutions disaggregated revenue:

16 unchanged sentences

$ 145.2 $ 129.7

Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss is as follows:

Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) is as follows:

Pension actuarial amortization,

2 unchanged sentences

(in millions)

Balance at September 30, 2024 $ ( 19.7 ) $ ( 11.1 ) $ ( 30.8 )

Balance as of September 30, 2025 $ ( 14.9 ) $ 10.3 $ ( 4.6 )

Current period other comprehensive income 0.4 8.7 9.1

Balance at June 30, 2025 $ ( 18.5 ) $ 6.6 $ ( 11.9 )

For the nine months ended June 30, 2025, pension actuarial amortization included in the condensed consolidated statements of comprehensive income as a component of pension benefit other than service was $ 1.6 million, net of income tax of $ 0.4 million.

Balance as of December 31, 2025 $ ( 14.5 ) $ 19.0 $ 4.5

For the three months ended December 31, 2025, pension actuarial amortization included in the condensed consolidated statements of comprehensive income was $ 0.4 million, net of immaterial income tax.

Refer to Note 5.

Retirement Plans for further information.

For the nine months ended June 30, 2025, foreign currency translation included in the condensed consolidated statements of comprehensive income was $ 17.7 million, net of no income tax.

Retirement Plan for further information.

For the three months ended December 31, 2025, foreign currency translation included in the condensed consolidated statements of comprehensive income was $ 8.7 million, net of no income tax.

Commitments and Contingencies

We use letters of credit and surety bonds in the ordinary course of business to ensure the performance of contractual obligations.

As of December 31, 2025, we had $ 11.1 million of letters of credit and $ 13.5 million of surety bonds outstanding.

We are involved in various legal proceedings that have arisen in the normal course of operations, including the proceedings summarized below.

18 unchanged sentences

Accordingly, the purchaser tendered the matter to us for indemnification, which we accepted.

Ultimate liability for the site will depend on many factors that have not yet been determined, including the determination of the Environmental Protection Agency’s remediation costs, the number and financial viability of the other PRPs (there are four other PRPs currently) and the determination of the final allocation of the costs among the PRPs.

Since the amounts of such costs cannot be reasonably estimated at this time, no amounts have been accrued for this matter at June 30, 2025.

On October 4, 2024, we delivered to the U.S.

Customs and Border Protections (“CBP”) a prior disclosure letter to correct information reported at the time of entry under U.S.

laws and customs regulations with respect to the origin of certain products that were supplied by a manufacturer in Canada but that we subsequently determined had not been substantially transformed in Canada, resulting in the underpayment of certain duties to CBP.

We identified the entry discrepancies to our U.S.

importer of such products and provided the information to CBP.

We originally expensed $ 9.1 million in 2024 related to this matter.

On May 8, 2025, the CBP completed its review and assessed a total amount equal to approximately $ 9.0 million for this matter, inclusive of the actual amount of duties and interest owed for these discrepancies.

Ultimate liability for the site will depend on many factors that have not yet been determined, including the determination of the Environmental Protection Agency’s remediation costs, the number and financial viability of the other PRPs (there are three other PRPs currently) and the determination of the final allocation of the costs among the PRPs.

Since the amounts of such costs cannot be reasonably estimated at this time, no amounts have been accrued for this matter as of December 31, 2025.

Cobb County Matter.

On July 19, 2023, Henry Pratt Company, LLC d/b/a Hydro Gate (“Hydro Gate”) was served with a complaint joining it to a lawsuit originally filed by Cobb County Board of Commissioners (“Cobb County”) against Shea-Traylor, a Joint Venture related to the construction of South Cobb Tunnel Project No.

S3017 in Cobb County, Georgia (“Project”) in the Superior Court of Cobb County.

The lawsuit alleges that a product manufactured by Hydro Gate and used in the Project was defective, causing damage to the Project.

Claims against Hydro Gate include breach of contract and contractual indemnity.

There are five defendants named in the lawsuit.

Cobb County alleged damages in excess of $ 39 million.

The parties have participated in mediation, resulting in Hydro Gate offering a contribution of $ 15 million to settle the lawsuit (“Settlement Offer”).

Hydro Gate anticipates that the Settlement Offer will be fully reimbursed by third parties upon settlement.

As the settlement is probable and reasonably estimable, we have recorded a $ 15 million liability with a corresponding receivable as the amount is anticipated to be fully reimbursed by third parties.

Further, we believe that the final outcome of this lawsuit will not have a material adverse effect on our business or prospects.

Cybersecurity Incident Putative Class Action.

In connection with the cybersecurity incident initially reported on October 28, 2023, the Company was named as a defendant in a putative class action lawsuit captioned David Kok v.

Mueller Water Products, Inc., filed on August 30, 2024 in the U.S.

District Court for the Northern District of Georgia, Atlanta Division, Case No.

1:24-cv-03894-SCJ.

On July 7, 2025, the Company entered into a settlement agreement with the Plaintiff, which is subject to Court approval.

Under the terms of the settlement, class members can seek the following:

(1) reimbursement of up to $ 500 for ordinary losses related to the data incident so long as they provide third party documentation (included within the $ 500 cap on ordinary losses is reimbursement of up to five hours of lost time at $ 15 per hour for a total of $ 75 );

(2) reimbursement of up to $ 1,400 for extraordinary losses resulting from actual, unreimbursed monetary loss relating to identity theft, fraud or misuse;

and (3) two years of three-bureau credit monitoring.

In the alternative, class members can forego these benefits and instead choose a one-time cash payment of $ 45 .

The credit monitoring, ordinary and extraordinary losses, lost time, and alternative cash payment benefits are all subject to an overall aggregate cap of $ 285,000 .

In addition to benefits to the class, Plaintiff’s counsel will receive a fee award of $ 170,000 and the settlement class representative, David Kok, will receive a service award of $ 3,500 .

In connection with the class action lawsuit filed on August 30, 2024 in the U.S.

District Court for the Northern District of Georgia, Atlanta Division (“Court”), the Company entered into a settlement agreement with the Plaintiff on July 7, 2025, to provide credit monitoring, ordinary and extraordinary losses, lost time and alternative cash payment benefits subject to an overall aggregate cap of $ 285,000 .

The settlement agreement is subject to and is awaiting Court approval.

Indemnification .

3 unchanged sentences

Additionally, in connection with the sale of assets and the divestiture of businesses, such as the divestitures of U.S.

Pipe and Anvil, we may agree to indemnify buyers and related parties for certain losses or liabilities incurred by these parties with respect to:

Pipe and Anvil, we may agree to indemnify buyers and related parties for certain losses or liabilities incurred by these parties with respect

(i) the representations and warranties made by us to these parties in connection with the sale and (ii) liabilities related to the pre-closing operations of the assets or business sold.

9 unchanged sentences

Subsequent Events

On July 30, 2025 , our Board of Directors declared a dividend of $ 0.067 per share on our common stock, payable on or about August 21, 2025 , to stockholders of record at the close of business on August 12, 2025 .

Dividend Declaration

On January 22, 2026 , our Board of Directors declared a dividend of $ 0.070 per share on our common stock, payable on or about February 20, 2026 , to stockholders of record at the close of business on February 10, 2026 .

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