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Item 1. Financial Statements

2024-07-31 compared with 2024-05-01 · 137 added, 85 removed, 511 unchanged (30% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data) March 31,

(in thousands, except share and per share data) June 30,

2024 December 31,

41 unchanged sentences

4,000,000 authorized shares;

none issued and outstanding at March 31, 2024 and December 31, 2023

none issued and outstanding at June 30, 2024 and December 31, 2023

Common stock—$ 0.01 par value per share;

100,000,000 authorized shares;

16,761,942 and 16,684,492 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively

16,648,028 and 16,684,492 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively

Additional paid-in capital 160,001 162,386

5 unchanged sentences

MYR GROUP INC.

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

Three months ended

June 30, Six months ended

(in thousands, except per share data) 2024 2023 2024 2023

5 unchanged sentences

Gain on sale of property and equipment ( 1,506 ) ( 1,315 ) ( 2,995 ) ( 2,539 )

Income from operations 24,271 27,426

Income (loss) from operations ( 20,707 ) 32,438 3,564 59,864

Other income (expense):

1 unchanged sentence

Interest expense ( 1,241 ) ( 1,154 ) ( 2,295 ) ( 1,740 )

Other expense, net ( 263 ) ( 90 )

Income before provision for income taxes 23,096 27,071

Income tax expense 4,157 3,908

Net income $ 18,939 $ 23,163

Income per common share:

Other income (expense), net ( 270 ) 120 ( 533 ) 30

Income (loss) before provision for income taxes ( 22,137 ) 31,597 959 58,668

Income tax expense (benefit) ( 6,860 ) 9,324 ( 2,703 ) 13,232

Net income (loss) $ ( 15,277 ) $ 22,273 $ 3,662 $ 45,436

Income (loss) per common share:

—Basic $ ( 0.91 ) $ 1.33 $ 0.22 $ 2.73

3 unchanged sentences

—Diluted 16,809 16,809 16,820 16,817

Net income $ 18,939 $ 23,163

Net income (loss) $ ( 15,277 ) $ 22,273 $ 3,662 $ 45,436

Other comprehensive income (loss):

1 unchanged sentence

Other comprehensive income (loss) ( 1,173 ) 2,140 ( 3,645 ) 2,276

Total comprehensive income $ 16,467 $ 23,299

Total comprehensive income (loss) $ ( 16,450 ) $ 24,413 $ 17 $ 47,712

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

12 unchanged sentences

Balance at March 31, 2023 — 16,699 167 156,233 ( 6,164 ) 427,329 577,565

Net income — — — — — 22,273 22,273

Stock issued under compensation plans, net — 11 — — — — —

Stock-based compensation expense — — — 2,322 — — 2,322

Other comprehensive income — — — — 2,140 — 2,140

Balance at June 30, 2023 $ — 16,710 $ 167 $ 158,555 $ ( 4,024 ) $ 449,602 $ 604,300

Balance at December 31, 2023 $ — 16,684 $ 167 $ 162,386 $ ( 3,880 ) $ 492,529 $ 651,202

5 unchanged sentences

Balance at March 31, 2024 — 16,762 167 158,791 ( 6,352 ) 511,114 663,720

Net loss — — — — — ( 15,277 ) ( 15,277 )

Stock issued under compensation plans, net — 3 — — — — —

Stock-based compensation expense — — — 2,331 — — 2,331

Share repurchases under share repurchase program — ( 117 ) ( 1 ) ( 1,121 ) — ( 15,137 ) ( 16,259 )

Other comprehensive loss — — — — ( 1,173 ) — ( 1,173 )

Balance at June 30, 2024 $ — 16,648 $ 166 $ 160,001 $ ( 7,525 ) $ 480,700 $ 633,342

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

1 unchanged sentence

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three months ended

Six months ended

(in thousands) 2024 2023

27 unchanged sentences

Proceeds from exercise of stock options — 20

Repurchase of common stock ( 14,251 ) —

Debt refinancing costs ( 33 ) ( 2,120 )

Payments related to tax withholding for stock-based compensation ( 5,866 ) ( 7,936 )

Other financing activities 1,600 —

Net cash flows used in financing activities ( 10,275 ) ( 6,049 )

4 unchanged sentences

End of period $ 1,869 $ 22,850

Supplemental cash flow information:

Noncash financing activities:

Share repurchases not settled $ 2,008 $ —

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

20 unchanged sentences

The Company believes that the disclosures made are adequate to make the information presented not misleading.

In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations, comprehensive income, shareholders’ equity and cash flows with respect to the interim consolidated financial statements, have been included.

In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations, comprehensive income (loss), shareholders’ equity and cash flows with respect to the interim consolidated financial statements, have been included.

The consolidated balance sheet as of December 31, 2023 has been derived from the audited financial statements as of that date.

The results of operations and comprehensive income are not necessarily indicative of the results for the full year or the results for any future periods.

The results of operations and comprehensive income (loss) are not necessarily indicative of the results for the full year or the results for any future periods.

These financial statements should be read in conjunction with the audited financial statements and related notes for the year ended December 31, 2023, included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on February 28, 2024 (the "2023 Annual Report").

1 unchanged sentence

The Company accounts for investments in joint ventures using the proportionate consolidation method for income statement reporting and under the equity method for balance sheet reporting, unless the Company has a controlling interest causing the joint venture to be consolidated with equity owned by other joint venture partners recorded as noncontrolling interests.

As of March 31, 2024, the Company did not have a controlling interest in any current joint venture partnerships.

As of June 30, 2024, the Company did not have a controlling interest in any current joint venture partnerships.

Under the proportionate consolidation method, joint venture activity is allocated to the appropriate line items found on the consolidated statements of operations in proportion to the percentage of participation the Company has in the joint venture.

13 unchanged sentences

Cumulative translation adjustments are included as a separate component of accumulated other comprehensive income (loss) in shareholders’ equity.

Foreign currency transaction gains and losses, arising primarily from changes in exchange rates on short-term monetary assets and liabilities, and intercompany loans that are not deemed long-term investment accounts are recorded in the “other expense, net” line on the Company’s consolidated statements of operations.

Foreign currency losses and gains, recorded in other expense, net, for the three months ended March 31, 2024 and 2023 were no t significant.

Foreign currency transaction gains and losses, arising primarily from changes in exchange rates on short-term monetary assets and liabilities, and intercompany loans that are not deemed long-term investment accounts are recorded in the “other income (expense), net” line on the Company’s consolidated statements of operations.

Foreign currency losses and gains, recorded in other income (expense), net, for the six months ended June 30, 2024 and 2023 were no t significant.

Foreign currency translation gains and losses, arising from intercompany loans that are deemed long-term investment accounts, are recorded in the foreign currency translation adjustment line on the Company’s consolidated statements of comprehensive income.

5 unchanged sentences

The Company estimates a cost accrual every quarter that represents costs incurred but not invoiced for services performed or goods delivered during the period, and estimates revenue from the contract cost portion of these accruals based on current gross margin rates to be consistent with its cost method of revenue recognition.

As of March 31, 2024 and December 31, 2023, the Company had recognized revenues of $ 87.4 million and $ 76.5 million, respectively, related to large change orders and/or claims that had been included as contract price adjustments on certain contracts, some of which are multi-year projects.

As of June 30, 2024 and December 31, 2023, the Company had recognized revenues of $ 92.8 million and $ 76.5 million, respectively, related to large change orders and/or claims that had been included as contract price adjustments on certain contracts, some of which are multi-year projects.

These change orders and/or claims are in the process of being negotiated in the normal course of business, and a portion of these recognized revenues had been included in multiple periods.

The cost-to-cost method of accounting requires the Company to make estimates about the expected revenue and gross profit on each of its contracts in process.

During the three months ended March 31, 2024, changes in estimates pertaining to certain projects decreased consolidated gross margin by 1.2 %, which resulted in decreases in operating income of $ 9.8 million, net income of $ 6.9 million and diluted earnings per common share of $ 0.41 .

During the three months ended June 30, 2024, changes in estimates pertaining to certain projects decreased consolidated gross margin by 7.2 %, which resulted in decreases in operating income (loss) of $ 59.7 million, net income (loss) of $ 40.2 million and diluted earnings per common share of $ 2.39 .

During the six months ended June 30, 2024, changes in estimates pertaining to certain projects decreased consolidated gross margin by 4.2 % and resulted in decreases in operating income of $ 68.4 million, net income of $ 46.1 million and diluted earnings per common share of $ 2.74 .

Additional discussion on the impact of these estimate changes can be found in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Consolidated Results of Operations.”

During the three months ended March 31, 2023, changes in estimates pertaining to certain projects decreased consolidated gross margin by 0.6 %, which resulted in decreases in operating income of $ 5.1 million, net income of $ 3.6 million and diluted earnings per common share of $ 0.21 .

During the three months ended June 30, 2023, changes in estimates pertaining to certain projects decreased consolidated gross margin by 1.3 %, which resulted in decreases in operating income of $ 11.5 million, net income of $ 8.0 million and diluted earnings per common share of $ 0.48 .

During the six months ended June 30, 2023, changes in estimates pertaining to certain projects decreased consolidated gross margin by 1.0 % and resulted in decreases in operating income of $ 17.8 million, net income of $ 12.4 million and diluted earnings per common share of $ 0.74 .

Recent Accounting Pronouncements

2 unchanged sentences

The Company considers the applicability and impact of all ASUs.

The Company, based on its assessment, determined that any recently issued or proposed ASUs are either not applicable to the Company or will have minimal impact on its consolidated financial statements when adopted.

The Company, based on its assessment, determined that any recently issued or proposed ASUs not listed below are either not applicable to the Company or will have minimal impact on its financial statements when adopted.

In November 2023, the FASB issued ASU No.

16 unchanged sentences

The Company’s consolidated balance sheets present contract assets, which contain unbilled revenue and contract retainages associated with contract work that has been completed and billed but not paid by customers, pursuant to retainage provisions, that are generally due once the job is completed and approved.

The allowance for doubtful accounts associated with contract assets was $ 0.6 million as of March 31, 2024 and December 31, 2023, respectively.

The allowance for doubtful accounts associated with contract assets was $ 0.6 million as of June 30, 2024 and December 31, 2023.

Contract assets consisted of the following:

(in thousands) March 31,

(in thousands) June 30,

2024 December 31,

4 unchanged sentences

Contract liabilities consisted of the following:

(in thousands) March 31,

(in thousands) June 30,

2024 December 31,

3 unchanged sentences

The following table provides information about contract assets and contract liabilities from contracts with customers:

(in thousands) March 31,

(in thousands) June 30,

2024 December 31,

3 unchanged sentences

The difference between the opening and closing balances of the Company’s contract assets and contract liabilities primarily results from the timing of the Company’s billings in relation to its performance of work.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 28.6 million for the three months ended March 31, 2024.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 60.2 million for the three months ended March 31, 2023.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 57.8 million and $ 99.7 million for the three and six months ended June 30, 2024.

The amounts of revenue recognized in the period that were included in the opening contract liability balances were $ 17.3 million and $ 107.0 million for the three and six months ended June 30, 2023, respectively.

This revenue consists primarily of work performed on previous billings to customers.

The net asset position for contracts in process consisted of the following:

(in thousands) March 31,

(in thousands) June 30,

2024 December 31,

3 unchanged sentences

The net asset position for contracts in process is included within the contract asset and contract liability in the accompanying consolidated balance sheets as follows:

(in thousands) March 31,

(in thousands) June 30,

2024 December 31,

5 unchanged sentences

These leases allow the Company to conserve cash by paying a monthly lease rental fee for the use of facilities, vehicles and equipment rather than purchasing them.

The Company’s leases have remaining terms ranging from one to ten years , some of which may include options to extend the leases for up to six years , and some of which may include options to terminate the leases within one year .

The Company’s leases have remaining terms ranging from one to nine years , some of which may include options to extend the leases for up to ten years , and some of which may include options to terminate the leases within one year .

Currently, all the Company’s leases contain fixed payment terms.

1 unchanged sentence

Additionally, all of the Company's month-to-month leases are cancelable, by the Company or the lessor, at any time and are not included in our right-of-use asset or liability.

At March 31, 2024, the Company had several leases with residual value guarantees.

At June 30, 2024, the Company had several leases with residual value guarantees.

Typically, the Company has purchase options on the equipment underlying its long-term leases and many of its short-term rental arrangements.

22 unchanged sentences

(in thousands) Three months ended

June 30, Six months ended

2024 2023 2024 2023

Finance lease cost:

5 unchanged sentences

The following is a summary of other information and supplemental cash flow information related to finance and operating leases:

Three months ended March 31,

Six months ended June 30,

(in thousands) 2024 2023

3 unchanged sentences

Right-of-use asset obtained in exchange for new operating lease obligations $ 9,958 $ 3,366

The future undiscounted minimum lease payments, as reconciled to the discounted minimum lease obligation indicated on the Company’s consolidated balance sheets, under financial leases, less interest, and under operating leases, less imputed interest, as of March 31, 2024 were as follows:

Right-of-use asset obtained in exchange for new finance lease obligations $ 2,255 $ —

(in thousands) Finance

18 unchanged sentences

The terms and rental rates of these leases are at or below market rental rates.

Lease expense associated with these leases was $ 0.6 million for the three months ended March 31, 2024 and 2023, respectively.

As of March 31, 2024, the minimum lease payments required under these leases totaled $ 12.1 million, which are due over the next 5.4 years.

Lease expense associated with these leases was $ 0.6 million and $ 1.3 million for the three and six months ended June 30, 2024 and $ 0.6 million and $ 1.2 million for the three and six months ended 2023.

As of June 30, 2024, the minimum lease payments required under these leases totaled $ 11.4 million, which are due over the next 5.2 years.

Fair Value Measurements

4 unchanged sentences

and Level 3 (the lowest priority), defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

As of March 31, 2024 and December 31, 2023, the Company determined that the carrying value of cash and cash equivalents approximated fair value based on Level 1 inputs.

As of March 31, 2024 and December 31, 2023, the fair value of the Company’s long-term debt and finance lease obligations was based on Level 2 inputs.

The Company’s long-term debt was based on variable and fixed interest rates at March 31, 2024 and December 31, 2023, for new issues with similar remaining maturities, and approximated carrying value.

As of June 30, 2024 and December 31, 2023, the Company determined that the carrying value of cash and cash equivalents approximated fair value based on Level 1 inputs.

As of June 30, 2024 and December 31, 2023, the fair value of the Company’s long-term debt and finance lease obligations was based on Level 2 inputs.

The Company’s long-term debt was based on variable and fixed interest rates at June 30, 2024 and December 31, 2023, for new issues with similar remaining maturities, and approximated carrying value.

In addition, based on borrowing rates currently available to the Company for borrowings with similar terms, the carrying value of the Company’s finance lease obligations also approximated fair value.

As of March 31, 2024, the fair value of the Company’s contingent earn-out consideration liability associated with the acquisition of Powerline Plus Ltd.

As of June 30, 2024, the fair value of the Company’s contingent earn-out consideration liability associated with the acquisition of Powerline Plus Ltd.

and its affiliate PLP Redimix Ltd.

6 unchanged sentences

As of the acquisition date, the fair value of the contingent earn-out consideration was $ 0.9 million.

As of March 31, 2024 and December 31, 2023, the fair value of the contingent earn-out consideration was zero .

As of June 30, 2024 and December 31, 2023, the fair value of the contingent earn-out consideration was zero .

The future payout of the contingent earn-out consideration, if any, is unlimited and could be significantly higher than the acquisition date fair value.

If the minimum thresholds of the performance targets are achieved the contingent earn-out consideration payment will be approximately $ 16.4 million.

There were no changes in contingent earn-out consideration during the three months ended March 31, 2024 and 2023.

There were no changes in contingent earn-out consideration during the three and six months ended June 30, 2024 and 2023.

Any changes in contingent earn-out consideration are recorded in other income.

5 unchanged sentences

Balance as of

March 31, 2024

June 30, 2024

Balance as of

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The applicable margin is determined based on the Company’s Net Leverage Ratio (as defined in the Credit Agreement).

The Credit Agreement establishes Adjusted Term Secured Overnight Financing Rate (“SOFR”) (as defined in the Credit Agreement) as the benchmark rate in replacement of LIBOR.

Letters of credit issued under the Facility are subject to a letter of credit fee of 1.25 % to 2.00 % for non-performance letters of credit or 0.625 % to 1.00 % for performance letters of credit, based on the Company’s Net Leverage Ratio.

1 unchanged sentence

The Credit Agreement restricts certain types of payments when the Company’s Net Leverage Ratio, after giving pro forma effect thereto, exceeds 2.75 .

The weighted average interest rate on borrowings outstanding on the Facility for the three months ended March 31, 2024, was 7.56 % per annum.

The weighted average interest rate on borrowings outstanding on the Facility for the six months ended June 30, 2024, was 7.30 % per annum.

Under the Credit Agreement, the Company is subject to certain financial covenants including a maximum Net Leverage Ratio of 3.0 and a minimum Interest Coverage Ratio (as defined in the Credit Agreement) of 3.0 .

The Credit Agreement also contains covenants including limitations on asset sales, investments, indebtedness and liens.

The Company was in compliance with all of its financial covenants under the Credit Agreement as of March 31, 2024.

As of March 31, 2024, the Company had $ 17.5 million of borrowings outstanding under the Facility and letters of credit outstanding under the Facility of approximately $ 38.2 million, including $ 27.1 million related to the Company's payment obligation under its insurance programs and approximately $ 11.1 million related to contract performance obligations.

As of December 31, 2023, the Company had $ 13.2 million of borrowings outstanding under the Facility and letters of credit outstanding under the Facility of approximately $ 34.4 million, including $ 27.1 million related to the Company's payment obligation under its insurance programs and approximately $ 7.3 million related to contract performance obligations.

The Company had remaining deferred debt issuance costs totaling $ 2.1 million as of March 31, 2024, related to the line of credit.

The Company was in compliance with all of its financial covenants under the Credit Agreement as of June 30, 2024.

As of June 30, 2024, the Company had $ 24.6 million of borrowings outstanding under the Facility and letters of credit outstanding under the Facility of $ 38.1 million, including $ 27.1 million related to the Company's payment obligation under its insurance programs and $ 11.0 million related to contract performance obligations.

As of December 31, 2023, the Company had $ 13.2 million of borrowings outstanding under the Facility and letters of credit outstanding under the Facility of $ 34.4 million, including $ 27.1 million related to the Company's payment obligation under its insurance programs and $ 7.3 million related to contract performance obligations.

The Company had remaining deferred debt issuance costs totaling $ 2.0 million as of June 30, 2024, related to the line of credit.

As permitted, debt issuance costs have been deferred and are presented as an asset within other assets, which is amortized as interest expense over the term of the line of credit.

3 unchanged sentences

Each Equipment Note executed under the Master Loan Agreements constitutes a separate, distinct and independent financing of equipment and a contractual obligation of the Company, which may contain prepayment clauses.

As of March 31, 2024, the Company had two Equipment Notes outstanding under the Master Loan Agreements that are collateralized by equipment and vehicles owned by the Company.

As of March 31, 2024, the Company had one other equipment note outstanding that is collateralized by a vehicle owned by the Company.

The following table sets forth our remaining principal payments for all of the Company’s outstanding equipment notes as of March 31, 2024:

As of June 30, 2024, the Company had two Equipment Notes outstanding under the Master Loan Agreements that are collateralized by equipment and vehicles owned by the Company.

As of June 30, 2024, the Company had one other equipment note outstanding that is collateralized by a vehicle owned by the Company.

The following table sets forth our remaining principal payments for all of the Company’s outstanding equipment notes as of June 30, 2024:

(in thousands) Future

11 unchanged sentences

Finally, the Company sometimes enters into cost-plus contracts, where the Company is paid for costs plus a negotiated margin.

On occasion, time-and-equipment, time-and-materials and cost-plus contracts require the Company to include a guaranteed not-to-exceed maximum price.

On occasion, time-and-equipment, time-and-materials and cost-plus contracts require the Company to include a guarantee not-to-exceed a maximum price.

Historically, fixed-price and unit-price contracts have had the highest potential margins;

9 unchanged sentences

Additional information related to the Company’s market types is provided in Note 10–Segment Information.

The components of the Company’s revenue by contract type for the three months ended March 31, 2024 and 2023 were as follows:

Three months ended March 31, 2024

The components of the Company’s revenue by contract type for the three months ended June 30, 2024 and 2023 were as follows:

Three months ended June 30, 2024

T&D C&I Total

4 unchanged sentences

$ 458,209 100.0 % $ 370,681 100.0 % $ 828,890 100.0 %

Three months ended March 31, 2023

Three months ended June 30, 2023

T&D C&I Total

4 unchanged sentences

$ 503,737 100.0 % $ 384,879 100.0 % $ 888,616 100.0 %

The components of the Company’s revenue by market type for the three months ended March 31, 2024 and 2023 were as follows:

Three months ended March 31, 2024 Three months ended March 31, 2023

The components of the Company’s revenue by contract type for the six months ended June 30, 2024 and 2023 were as follows:

Six months ended June 30, 2024

T&D C&I Total

(dollars in thousands) Amount Percent Amount Percent Amount Percent

Fixed price $ 457,882 48.3 % $ 571,479 82.1 % $ 1,029,361 62.6 %

Unit price 274,252 28.9 35,139 5.1 309,391 18.8

T&E 216,470 22.8 89,230 12.8 305,700 18.6

$ 948,604 100.0 % $ 695,848 100.0 % $ 1,644,452 100.0 %

Six months ended June 30, 2023

T&D C&I Total

(dollars in thousands) Amount Percent Amount Percent Amount Percent

Fixed price $ 490,582 51.7 % $ 619,030 82.4 % $ 1,109,612 65.3 %

Unit price 253,637 26.7 41,200 5.5 294,837 17.3

T&E 204,841 21.6 90,942 12.1 295,783 17.4

$ 949,060 100.0 % $ 751,172 100.0 % $ 1,700,232 100.0 %

The components of the Company’s revenue by market type for the three months ended June 30, 2024 and 2023 were as follows:

Three months ended June 30, 2024 Three months ended June 30, 2023

(dollars in thousands) Amount Percent Segment Amount Percent Segment

4 unchanged sentences

Total revenue $ 828,890 100.0 % $ 888,616 100.0 %

The components of the Company’s revenue by market type for the six months ended June 30, 2024 and 2023 were as follows:

Six months ended June 30, 2024 Six months ended June 30, 2023

(dollars in thousands) Amount Percent Segment Amount Percent Segment

Transmission $ 596,414 36.3 % T&D $ 620,370 36.5 % T&D

Distribution 352,190 21.4 T&D 328,690 19.3 T&D

Electrical construction 695,848 42.3 C&I 751,172 44.2 C&I

Total revenue $ 1,644,452 100.0 % $ 1,700,232 100.0 %

Remaining Performance Obligations

As of March 31, 2024, the Company had $ 2.22 billion of remaining performance obligations.

As of June 30, 2024, the Company had $ 2.34 billion of remaining performance obligations.

The Company’s remaining performance obligations include projects that have a written award, a letter of intent, a notice to proceed or an agreed upon work order to perform work on mutually accepted terms and conditions.

The timing of when remaining performance obligations are recognized is evaluated quarterly and is largely driven by the estimated start date and duration of the underlying projects.

The following table summarizes the amount of remaining performance obligations as of March 31, 2024 that the Company expects to be realized and the amount of the remaining performance obligations that the Company reasonably estimates will be recognized within the next twelve months, and the amount estimated to be recognized after the next twelve months.

Remaining Performance Obligations at March 31, 2024

The following table summarizes the amount of remaining performance obligations as of June 30, 2024 that the Company expects to be realized and the amount of the remaining performance obligations that the Company reasonably estimates will be recognized within the next twelve months, and the amount estimated to be recognized after the next twelve months.

Remaining Performance Obligations at June 30, 2024

(in thousands) Total Amount estimated to be recognized within 12 months Amount estimated to be recognized after 12 months

12 unchanged sentences

“Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

federal statutory tax rate was 21 % for each of the three months ended March 31, 2024 and 2023.

The Company’s effective tax rate for the three months ended March 31, 2024 was 18.0 % of pretax income compared to the effective tax rate for the three months ended March 31, 2023 of 14.4 %.

federal statutory tax rate was 21 % for each of the three and six months ended June 30, 2024 and 2023.

The Company’s effective tax rate for the three and six months ended June 30, 2024 was 31.0 % and ( 281.9 %), respectively, of pretax income (loss) compared to the effective tax rate for the three and six months ended June 30, 2023 of 29.5 % and 22.6 %, respectively.

The difference between the U.S.

federal statutory tax rate and the Company’s effective tax rate for the three months ended March 31, 2024 and March 31, 2023, was primarily due to a favorable impact from stock compensation excess tax benefits partially offset by state income taxes, Canadian taxes and other permanent difference items.

The Company has recorded a liability for unrecognized tax benefits of approximately $ 0.8 million and $ 0.5 million as of March 31, 2024 and December 31, 2023, respectively, which were included in other liabilities in the accompanying consolidated balance sheets.

federal statutory tax rate and the Company’s effective tax rates for the three months ended June 30, 2024 and 2023, was primarily due to state income taxes, Canadian taxes and other permanent difference items.

The difference between the U.S.

federal statutory tax rate and the Company’s effective tax rate for the six months ended June 30, 2024, was primarily due to lower taxes associated with a reduction in net income and a favorable impact from stock compensation excess tax benefits, partially offset by state income taxes, Canadian taxes and other permanent difference items.

The difference between the U.S.

federal statutory tax rate and the Company’s effective tax rate for the six months ended June 30, 2023, was primarily due to state income taxes, Canadian taxes and other permanent difference items partially offset by a favorable impact from stock compensation excess tax benefits.

The Company has recorded a liability for unrecognized tax benefits of approximately $ 0.3 million and $ 0.5 million as of June 30, 2024 and December 31, 2023, respectively, which were included in other liabilities in the accompanying consolidated balance sheets.

The Company’s policy is to recognize interest and penalties related to income tax liabilities as a component of income tax expense in the consolidated statements of operations.

The amount of interest and penalties charged to income tax expense related to unrecognized tax benefits was no t significant for the three months ended March 31, 2024 and 2023.

The amount of interest and penalties charged to income tax expense related to unrecognized tax benefits was no t significant for the three and six months ended June 30, 2024 and 2023.

The Company is subject to taxation in various jurisdictions.

4 unchanged sentences

Purchase Commitments

As of March 31, 2024, the Company had approximately $ 26.9 million in outstanding purchase orders for certain construction equipment, with cash payments scheduled to occur in 2024.

As of June 30, 2024, the Company had approximately $ 14.9 million in outstanding purchase orders for certain construction equipment, with cash payments scheduled to occur in 2024.

Insurance and Claims Accruals

8 unchanged sentences

The Company has indemnified its sureties for any expenses paid out under these bonds.

As of March 31, 2024, an aggregate of approximately $ 2.59 billion in original face amount of bonds issued by the Company’s sureties were outstanding.

The Company estimated the remaining cost to complete these bonded projects was approximately $ 660.8 million as of March 31, 2024.

As of June 30, 2024, an aggregate of approximately $ 2.76 billion in original face amount of bonds issued by the Company’s sureties were outstanding.

The Company estimated the remaining cost to complete these bonded projects was approximately $ 770.1 million as of June 30, 2024.

From time to time, the Company guarantees the obligations of wholly owned subsidiaries, including obligations under certain contracts with customers, certain lease agreements, and, in some states, obligations in connection with obtaining contractors’ licenses.

21 unchanged sentences

The Company has outstanding grants of time-vested stock awards in the form of restricted stock units and internal metric-based and market-based performance stock units.

During the three months ended March 31, 2024, the Company granted time-vested stock awards covering 35,743 shares of common stock under the LTIP, which vest ratably over three years for employee awards, at a weighted average grant date fair value of $ 172.52 .

During the three months ended March 31, 2024, time-vested stock awards covering 36,015 shares of common stock vested at a weighted average grant date fair value of $ 94.84 .

During the three months ended March 31, 2024, the Company granted 29,566 performance share awards under the LTIP at target, which will cliff vest, if earned, on December 31, 2026, at a weighted average grant date fair value of $ 197.89 .

During the six months ended June 30, 2024, the Company granted time-vested stock awards covering 40,723 shares of common stock under the LTIP, which vest ratably over three years for employee awards and after one year for non-employee director awards, at a weighted average grant date fair value of $ 171.55 .

During the six months ended June 30, 2024, time-vested stock awards covering 42,554 shares of common stock vested at a weighted average grant date fair value of $ 99.52 .

During the six months ended June 30, 2024, the Company granted 29,566 performance share awards under the LTIP at target, which will cliff vest, if earned, on December 31, 2026, at a weighted average grant date fair value of $ 197.89 .

The number of shares ultimately earned under a performance award may vary from zero to 200 % of the target shares granted, based upon the Company’s performance compared to certain financial and other metrics.

11 unchanged sentences

Performance measurement and resource allocation for the reporting segments are based on many factors.

The primary financial measures used to evaluate the segment information are contract revenues and income from operations, excluding general corporate expenses.

The primary financial measures used to evaluate the segment information are contract revenues and income (loss) from operations, excluding general corporate expenses.

General corporate expenses include corporate facility and staffing costs, which include safety costs, professional fees, IT expenses and management fees.

12 unchanged sentences

Three months ended

June 30, Six months ended

(in thousands) 2024 2023 2024 2023

3 unchanged sentences

$ 828,890 $ 888,616 $ 1,644,452 $ 1,700,232

Income from operations:

Income (loss) from operations:

T&D $ ( 8,300 ) $ 37,734 $ 21,536 $ 70,554

4 unchanged sentences

The Company computes earnings per share using the treasury stock method.

Under the treasury stock method, basic earnings per share are computed by dividing net income by the weighted average number of common shares outstanding during the period, and diluted earnings per share are computed by dividing net income by the weighted average number of common shares outstanding during the period plus all potentially dilutive common stock equivalents, except in cases where the effect of the common stock equivalent would be anti-dilutive.

Net income and the weighted average number of common shares used to compute basic and diluted earnings per share were as follows:

Under the treasury stock method, basic earnings per share are computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period, and diluted earnings per share are computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period plus all potentially dilutive common stock equivalents, except in cases where the effect of the common stock equivalent would be anti-dilutive.

Net income (loss) and the weighted average number of common shares used to compute basic and diluted earnings per share were as follows:

Three months ended

June 30, Six months ended

(in thousands, except per share data) 2024 2023 2024 2023

Net income $ 18,939 $ 23,163

Net income (loss) $ ( 15,277 ) $ 22,273 $ 3,662 $ 45,436

Weighted average common shares outstanding 16,756 16,707 16,734 16,662

1 unchanged sentence

Weighted average common shares outstanding, diluted 16,809 16,809 16,820 16,817

Income per common share:

Income (loss) per common share:

Basic $ ( 0.91 ) $ 1.33 $ 0.22 $ 2.73

Diluted $ ( 0.91 ) $ 1.33 $ 0.22 $ 2.70

For the three months ended March 31, 2024 and 2023, certain common stock equivalents were excluded from the calculation of dilutive securities because their inclusion would have been anti-dilutive.

For the three and six months ended June 30, 2024 and 2023, certain common stock equivalents were excluded from the calculation of dilutive securities because their inclusion would have been anti-dilutive.

The following table summarizes the shares of common stock underlying the Company’s unvested time-vested stock awards and performance awards that were excluded from the calculation of dilutive securities:

Three months ended

June 30, Six months ended

(in thousands) 2024 2023 2024 2023

2 unchanged sentences

Share Repurchases

During the three months ended March 31, 2024 the Company repurchased 36,397 shares of stock, for approximately $ 5.9 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

During the three months ended March 31, 2023 the Company repurchased 76,150 shares of stock, for approximately $ 7.9 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

On November 1, 2023, the Company announced that its Board of Directors had authorized a $ 75.0 million share repurchase program (the "Repurchase Program"), which became effective on November 9, 2023.

The Repurchase Program will expire on May 8, 2024, or when the authorized funds are exhausted, whichever is earlier.

During the three months ended March 31, 2024, the Company had no repurchases of its common stock under the Repurchase Program.

As of March 31, 2024, the Company had $ 72.5 million of remaining availability to repurchase shares of the Company’s common stock under the Repurchase Program.

During the six months ended June 30, 2024 the Company repurchased 36,397 shares of stock, for approximately $ 5.9 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

During the six months ended June 30, 2023 the Company repurchased 76,150 shares of stock, for approximately $ 7.9 million, from its employees to satisfy tax obligations on shares vested under the LTIP.

On May 6, 2024, the Company announced that its Board of Directors had authorized a new $ 75.0 million share repurchase program (the "Repurchase Program"), which became effective on May 9, 2024.

The Repurchase Program will expire on November 8, 2024, or when the authorized funds are exhausted, whichever is earlier.

The Company’s prior $ 75.0 million repurchase program commenced on November 9, 2023 and expired on May 8, 2024.

During the six months ended June 30, 2024, the Company repurchased 117,422 shares of its common stock under the Repurchase Program at a weighted-average price of $ 138.47 per share.

As of June 30, 2024, the Company had $ 58.7 million of remaining availability to repurchase shares of the Company’s common stock under the Repurchase Program.

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