OLIN Corp 10-Q

ITEM 1. FINANCIAL STATEMENTS OLIN CORPORATION AND CONSOLIDATED SUBSIDIARIES Condensed Balance Sheets ($ in millions, except per share data) (Unaudited) March 31, 2026 December 31, 2025 March 31, 2025 Assets Current assets: Cash and cash equivalents $ 192.2 $ 167.6 $ 174.0 Receivables, net 915.4 844.5 1,107.3 Income taxes receivable 58.7 66.6 15.8 Inventories, net 827.2 784.5 875.2 Other current assets 103.2 107.9 79.0 Total current assets 2,096.7 1,971.1 2,251.3 Property, plant and equipment (less accumulated depreciation of $ 5,565.6 , $ 5,508.7 and $ 5,291.8 ) 2,129.3 2,196.9 2,266.5 Operating lease assets, net 301.7 298.6 289.0 Deferred income taxes 45.4 47.2 54.5 Other assets 1,188.2 1,210.0 1,171.6 Intangible assets, net 164.8 174.4 198.6 Goodwill 1,427.7 1,427.6 1,423.5 Total assets $ 7,353.8 $ 7,325.8 $ 7,655.0 Liabilities and Shareholders’ Equity Current liabilities: Current installments of long-term debt $ — $ 109.7 $ 19.2 Accounts payable 911.4 806.1 812.0 Income taxes payable 13.1 23.9 116.9 Current operating lease liabilities 60.5 59.7 62.5 Accrued liabilities 558.7 630.1 428.4 Total current liabilities 1,543.7 1,629.5 1,439.0 Long-term debt 2,996.1 2,717.6 3,016.6 Operating lease liabilities 254.3 252.5 231.9 Accrued pension liability 198.3 200.9 207.6 Deferred income taxes 280.7 317.6 417.9 Other liabilities 346.0 337.1 303.9 Total liabilities 5,619.1 5,455.2 5,616.9 Commitments and contingencies Shareholders’ equity: Common stock, $ 1.00 par value per share: authorized, 240.0 shares; issued and outstanding, 113.9 , 113.6 and 115.1 shares 113.9 113.6 115.1 Additional paid-in capital 4.8 — — Accumulated other comprehensive loss ( 418.4 ) ( 414.5 ) ( 430.6 ) Retained earnings 2,034.0 2,139.8 2,321.5 Olin Corporation’s shareholders’ equity 1,734.3 1,838.9 2,006.0 Noncontrolling interests 0.4 31.7 32.1 Total equity 1,734.7 1,870.6 2,038.1 Total liabilities and equity $ 7,353.8 $ 7,325.8 $ 7,655.0 The accompanying notes to condensed financial statements are an integral part of the condensed financial statements. 3 Table of Contents OLIN CORPORATION AND CONSOLIDATED SUBSIDIARIES Condensed Statements of Operations ($ in millions, except per share data) (Unaudited) Three Months Ended March 31, 2026 2025 Sales $ 1,583.0 $ 1,644.2 Operating expenses: Cost of goods sold 1,507.2 1,495.5 Selling and administrative 145.0 101.0 Restructuring charges 9.1 4.0 Operating (loss) income ( 78.3 ) 43.7 Losses of non-consolidated affiliates ( 1.4 ) — Interest expense ( 43.2 ) ( 48.5 ) Interest income 1.1 1.2 Non-operating pension income 3.5 5.7 Income (loss) before taxes ( 118.3 ) 2.1 Income tax (benefit) provision ( 35.3 ) 0.9 Net (loss) income ( 83.0 ) 1.2 Net loss attributable to noncontrolling interests — ( 0.2 ) Net (loss) income attributable to Olin Corporation $ ( 83.0 ) $ 1.4 Net (loss) income attributable to Olin Corporation per common share: Basic $ ( 0.73 ) $ 0.01 Diluted $ ( 0.73 ) $ 0.01 Weighted-average common shares outstanding: Basic 113.8 115.3 Diluted 113.8 116.6 The accompanying notes to condensed financial statements are an integral part of the condensed financial statements. 4 Table of Contents OLIN CORPORATION AND CONSOLIDATED SUBSIDIARIES Condensed Statements of Comprehensive Income ($ in millions) (Unaudited) Three Months Ended March 31, 2026 2025 Net (loss) income $ ( 83.0 ) $ 1.2 Other comprehensive (loss) income, net of tax: Foreign currency translation 0.9 ( 1.2 ) Cash flow hedges ( 7.2 ) 19.8 Pension and postretirement benefits 2.4 0.9 Total other comprehensive (loss) income, net of tax ( 3.9 ) 19.5 Comprehensive (loss) income ( 86.9 ) 20.7 Comprehensive loss attributable to noncontrolling interests — ( 0.2 ) Comprehensive (loss) income attributable to Olin Corporation $ ( 86.9 ) $ 20.9 The accompanying notes to condensed financial statements are an integral part of the condensed financial statements. 5 Table of Contents OLIN CORPORATION AND CONSOLIDATED SUBSIDIARIES Condensed Statements of Shareholders’ Equity ($ in millions, except per share data) (Unaudited) Three Months Ended March 31, 2026 2025 Common Stock Balance at beginning of period $ 113.6 $ 115.7 Common stock repurchased and retired — ( 0.7 ) Common stock issued for: Stock options exercised 0.2 — Other transactions 0.1 0.1 Balance at end of period 113.9 115.1 Additional Paid-In Capital Balance at beginning of period — — Common stock repurchased and retired — ( 5.1 ) Common stock issued for: Stock options exercised 1.9 1.9 Other transactions 6.0 3.9 Stock-based compensation ( 3.1 ) ( 0.7 ) Balance at end of period 4.8 — Accumulated Other Comprehensive Loss Balance at beginning of period ( 414.5 ) ( 450.1 ) Other comprehensive (loss) income, net of tax ( 3.9 ) 19.5 Balance at end of period ( 418.4 ) ( 430.6 ) Retained Earnings Balance at beginning of period 2,139.8 2,357.5 Net (loss) income attributable to Olin Corporation ( 83.0 ) 1.4 Common stock dividends paid ( 22.8 ) ( 23.0 ) Common stock repurchased and retired — ( 14.4 ) Balance at end of period 2,034.0 2,321.5 Olin Corporation’s Shareholders’ Equity 1,734.3 2,006.0 Noncontrolling Interests Balance at beginning of period 31.7 32.3 Net loss attributable to noncontrolling interests — ( 0.2 ) Distributions to noncontrolling interests ( 31.3 ) — Balance at end of period 0.4 32.1 Total Equity $ 1,734.7 $ 2,038.1 Dividends declared per share of common stock $ 0.20 $ 0.20 The accompanying notes to condensed financial statements are an integral part of the condensed financial statements. 6 Table of Contents OLIN CORPORATION AND CONSOLIDATED SUBSIDIARIES Condensed Statements of Cash Flows ($ in millions) (Unaudited) Three Months Ended March 31, 2026 2025 Operating Activities Net (loss) income $ ( 83.0 ) $ 1.2 Adjustments to reconcile net income to net cash and cash equivalents provided by (used for) operating activities: Depreciation and amortization 117.2 132.2 Losses of non-consolidated affiliates 1.4 — Stock-based compensation 4.7 4.0 Deferred income taxes ( 34.3 ) ( 18.2 ) Qualified pension plan contributions ( 0.3 ) ( 0.1 ) Qualified pension plan income ( 3.0 ) ( 5.0 ) Change in assets and liabilities: Receivables ( 73.9 ) ( 98.2 ) Income taxes receivable/payable ( 2.8 ) ( 34.0 ) Inventories ( 44.3 ) ( 43.9 ) Other current assets 1.5 4.2 Accounts payable and accrued liabilities 62.7 ( 32.5 ) Other assets 1.5 4.6 Other noncurrent liabilities 6.6 1.1 Other operating activities ( 2.6 ) ( 1.4 ) Net operating activities ( 48.6 ) ( 86.0 ) Investing Activities Capital expenditures ( 43.7 ) ( 61.4 ) Investments in non-consolidated affiliates ( 0.3 ) — Other investing activities 1.0 ( 1.0 ) Net investing activities ( 43.0 ) ( 62.4 ) Financing Activities Long-term debt: Borrowings 441.6 2,041.0 Repayments ( 271.3 ) ( 1,841.1 ) Common stock repurchased and retired — ( 20.2 ) Stock options exercised 2.1 1.9 Dividends paid ( 22.8 ) ( 23.0 ) Distributions to noncontrolling interests ( 31.3 ) — Debt issuance costs ( 2.1 ) ( 12.0 ) Net financing activities 116.2 146.6 Effect of exchange rate changes on cash and cash equivalents — 0.2 Net increase (decrease) in cash and cash equivalents 24.6 ( 1.6 ) Cash and cash equivalents, beginning of year 167.6 175.6 Cash and cash equivalents, end of period $ 192.2 $ 174.0 Cash paid for (received from) interest and income taxes: Interest, net $ 48.1 $ 65.3 Income taxes, net of refunds ( 3.9 ) 50.5 Non-cash investing activities: Decrease in capital expenditures included in accounts payable and accrued liabilities 16.8 26.9 The accompanying notes to condensed financial statements are an integral part of the condensed financial statements. 7 Table of Contents OLIN CORPORATION AND CONSOLIDATED SUBSIDIARIES Notes to Condensed Financial Statements (Unaudited) NOTE 1. DESCRIPTION OF BUSINESS Olin Corporation (Olin, the Company, we or our) is a Virginia corporation, incorporated in 1892, having its principal executive offices in Clayton, MO. We are a leading vertically integrated global manufacturer and distributor of chemical products and a leading U.S. manufacturer of ammunition. Our operations are concentrated in three business segments: Chlor Alkali Products and Vinyls, Epoxy and Winchester. All of our business segments are capital-intensive manufacturing businesses. The Chlor Alkali Products and Vinyls segment manufactures and sells chlorine and caustic soda, ethylene dichloride (EDC) and vinyl chloride monomer (VCM), methyl chloride, methylene chloride, chloroform, carbon tetrachloride, perchloroethylene, hydrochloric acid, hydrogen, bleach products and potassium hydroxide. The Epoxy segment produces and sells a full range of epoxy materials and precursors, including aromatics (acetone and phenol), allyl chloride, epichlorohydrin, liquid epoxy resins, solid epoxy resins and formulated solutions products such as converted epoxy resins and additives. The Winchester segment produces and sells sporting ammunition, reloading components, small caliber military ammunition and components, industrial cartridges and clay targets, along with contracted U.S. military project revenue. Basis of Presentation We have prepared the condensed financial statements included herein, without audit, pursuant to the rules and regulations of the United States (U.S.) Securities and Exchange Commission (SEC). The preparation of the financial statements requires estimates and assumptions that affect amounts reported and disclosed in the financial statements and related notes. In our opinion, these financial statements reflect all adjustments (consisting only of normal accruals), which are necessary to present fairly the results for interim periods. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations; however, we believe that the disclosures are appropriate. We recommend that you read these condensed financial statements in conjunction with the financial statements, accounting policies and the notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2025. NOTE 2. RECENT ACCOUNTING PRONOUNCEMENTS In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses , which expands the disclosure requirements in the notes to the financial statements on certain costs and expenses on an interim and annual basis. The new requirements are effective for the Company’s annual reporting periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027, with the option to early adopt at any time before the effective date. ASU 2024-03 requires adoption on a prospective basis, with the option for retrospective application. While the ASU implements further disclosure requirements, it does not change how an entity calculates and/or records its expenses, and it will have no impact on the Company’s consolidated financial statements. We are currently evaluating the impact of the standard on our disclosures. NOTE 3. ACQUISITIONS On April 18, 2025, Olin acquired AMMO, Inc.’s small caliber ammunition manufacturing assets for total consideration of $ 55.8 million. The acquisition, which includes AMMO Inc.’s brass shellcase capabilities and its 185,000 square foot production facility located in Manitowoc, WI, is included in Olin’s Winchester segment. The acquisition was financed with cash on hand. We recorded the final aggregate excess purchase price over the fair value of identifiable tangible assets acquired and liabilities assumed, which included a final allocation of $ 4.1 million of goodwill allocated to our Winchester segment. The total assets acquired, excluding goodwill, and liabilities assumed amounted to $ 62.2 million and $ 6.4 million, respectively. The acquisition is not material and therefore supplemental pro forma financial information is not provided. NOTE 4. RESTRUCTURING CHARGES Prior restructuring and optimization efforts, which have been previously announced and which we continue to execute on, include: • closure of the epoxy resin manufacturing facility in Guarujá, Brazil, announced in fourth quarter 2025; • closure of Chlorine 3 manufacturing facility in Freeport, TX announced in December 2024; • reduction of epoxy resin capacity at Freeport, TX facility, ceasing of remaining operations at Gumi, South Korea facility and reduction of sales and support staffing across Asia all announced in June 2023; 8 Table of Contents • closure of cumene facility in Terneuzen, Netherlands and ceasing of solid epoxy resin production at Gumi, South Korea announced in March 2023; • closure of one of our bisphenol production lines at Stade, Germany site announced in 2022; • closure of diaphragm-grade chlor alkali capacity of 400,000 tons at McIntosh, AL facility announced in 2021; • closure of trichloroethylene and anhydrous hydrogen chloride liquefaction facilities in Freeport, TX announced in 2021; and • closure of chlor alkali plant with capacity of 230,000 tons and vinylidene chlorine production facility, both in Freeport, TX announced in 2019 . Pretax restructuring charges related to these actions include facility exit costs, lease and other contract termination costs, employee severance and related benefits costs and the write-off of equipment and facilities. The following table summarizes the 2026 and 2025 restructuring activity by component and the remaining balances in accrued restructuring costs as of March 31, 2026 and 2025: Employee Severance and Related Benefit Costs Lease and Other Contract Termination Costs Facility Exit Costs Write-off of Equipment and Facility Total Changes in Reserve ($ in millions) Balance at January 1, 2025 $ 3.1 $ 5.2 $ — $ — $ 8.3 Restructuring charges 1.6 0.2 2.2 — 4.0 Amounts utilized ( 1.9 ) ( 2.9 ) ( 2.2 ) — ( 7.0 ) Balance at March 31, 2025 $ 2.8 $ 2.5 $ — $ — $ 5.3 Balance at January 1, 2026 $ 11.8 $ 6.7 $ — $ — $ 18.5 Restructuring charges 4.1 0.1 4.1 0.8 9.1 Amounts utilized ( 2.0 ) ( 0.1 ) ( 4.1 ) ( 0.8 ) ( 7.0 ) Balance at March 31, 2026 $ 13.9 $ 6.7 $ — $ — $ 20.6 The following table summarizes the cumulative restructuring charges for each segment related to the restructuring and optimization efforts summarized above, by component, through March 31, 2026: Chlor Alkali Products and Vinyls Epoxy Other Total Cumulative Restructuring Charges ($ in millions) Write-off of equipment and facility $ 61.7 $ 23.2 $ — $ 84.9 Employee severance and related benefit costs 12.5 20.6 3.1 36.2 Facility exit costs 64.0 38.7 — 102.7 Lease and other contract termination costs 6.9 38.3 — 45.2 Total cumulative restructuring charges $ 145.1 $ 120.8 $ 3.1 $ 269.0 As of March 31, 2026, we have incurred cumulative restructuring-related cash expenditures of $ 163.5 million and non-cash charges of $ 84.9 million related to our restructuring actions. The remaining accrued restructuring liability of $ 20.6 million is expected to be paid out through 2030. We expect to incur additional restructuring charges through 2030 of approximately $ 70.0 million related to these actions. NOTE 5. EARNINGS PER SHARE Basic and diluted net (loss) income attributable to Olin Corporation per share are computed by dividing net (loss) income attributable to Olin Corporation by the weighted-average number of common shares outstanding. Diluted net (loss) income attributable to Olin Corporation per share reflects the dilutive effect of stock-based compensation. 9 Table of Contents Three Months Ended March 31, 2026 2025 Computation of Earnings (Loss) per Share (In millions, except per share data) Net (loss) income attributable to Olin Corporation $ ( 83.0 ) $ 1.4 Weighted-average common shares - basic 113.8 115.3 Dilutive effect of stock-based compensation — 1.3 Weighted-average common shares - diluted 113.8 116.6 Earnings (loss) per common share attributable to Olin Corporation: Basic $ ( 0.73 ) $ 0.01 Diluted $ ( 0.73 ) $ 0.01 The computation of dilutive shares does not include 4.2 million and 3.7 million shares for the three months ended March 31, 2026 and 2025, respectively, as their effect would have been anti-dilutive. NOTE 6. ACCOUNTS RECEIVABLE Our condensed balance sheets includes the following amounts within receivables, net: March 31, 2026 December 31, 2025 March 31, 2025 Receivables, Net ($ in millions) Allowance for doubtful accounts receivable $ 11.7 $ 12.2 $ 12.0 Other receivables (1) 99.3 82.4 101.7 (1) Other receivables primarily relates to indirect taxes in foreign jurisdictions. NOTE 7. INVENTORIES Inventories consisted of the following: March 31, 2026 December 31, 2025 March 31, 2025 Inventories ($ in millions) Supplies $ 153.1 $ 156.2 $ 157.7 Raw materials 188.1 204.7 183.0 Work in process 203.7 178.1 188.9 Finished goods 458.5 413.9 503.4 Inventories excluding LIFO reserve 1,003.4 952.9 1,033.0 LIFO reserve ( 176.2 ) ( 168.4 ) ( 157.8 ) Inventories, net $ 827.2 $ 784.5 $ 875.2 Inventories under the LIFO method are based on annual estimates of quantities and costs as of year-end; therefore, the condensed financial statements at March 31, 2026, reflect certain estimates relating to inventory quantities and costs at December 31, 2026. The replacement cost of our inventories would have been approximately $ 176.2 million, $ 168.4 million and $ 157.8 million higher than reported at March 31, 2026, December 31, 2025 and March 31, 2025, respectively. 10 Table of Contents NOTE 8. OTHER ASSETS Included in other assets were the following: March 31, 2026 December 31, 2025 March 31, 2025 Other Assets ($ in millions) Supply contracts $ 977.2 $ 996.0 $ 1,027.1 Pension assets 115.6 106.8 52.0 Investments in non-consolidated affiliates 20.0 21.3 23.0 Other 75.4 85.9 69.5 Other assets $ 1,188.2 $ 1,210.0 $ 1,171.6 Amortization expense of $ 21.7 million and $ 20.9 million for the three months ended March 31, 2026 and 2025, respectively, was recognized within cost of goods sold related to our supply contracts and is reflected in depreciation and amortization on the condensed statements of cash flows. Our long-term supply contracts are monitored for impairment each reporting period. Investments in Non-consolidated Affiliates Olin Corporation and Plug Power, Inc. have a joint venture named Hidrogenii, LLC (Hidrogenii), a strategic partnership that aims to leverage the strengths of both companies to advance hydrogen production and utilization. The joint venture began with the construction of a 15-ton-per-day hydrogen liquefaction plant in St. Gabriel, LA, which commenced operations in the second quarter 2025. Hidrogenii is owned 50 % by Plug Power LA JV, LLC, a wholly owned subsidiary of Plug Power, Inc., and 50 % by Niloco Hydrogen Holdings LLC, a wholly owned subsidiary of Olin Corporation. The investments in, and the operating results of, 50%-or-less-owned entities not controlled by Olin are included in the condensed financial statements using the equity method basis of accounting and classified as non-consolidated affiliates. The following table summarizes our investments in non-consolidated affiliates: Three Months Ended March 31, 2026 2025 Investments in Non-consolidated Affiliates ($ in millions) Balance at beginning of year $ 21.3 $ 23.0 Capital contributions 0.3 — Losses of non-consolidated affiliates (1) ( 1.6 ) — Balance at end of period $ 20.0 $ 23.0 (1) Excludes the impact of $ 0.2 million pretax income for the three months ended March 31, 2026 for Olin’s portion of the $ 22.0 million investment tax credit, which is the basis difference between our equity ownership of Hidrogenii and Olin’s investment, and will be recognized over the useful life of the underlying operational assets. NOTE 9. GOODWILL AND INTANGIBLE ASSETS Changes in the carrying value of goodwill were as follows: Chlor Alkali Products and Vinyls Epoxy Winchester Total Goodwill ($ in millions) Balance at January 1, 2025 (1) $ 1,276.4 $ 144.8 $ 2.4 $ 1,423.6 Foreign currency translation adjustment ( 0.1 ) — — ( 0.1 ) Balance at March 31, 2025 (1) $ 1,276.3 $ 144.8 $ 2.4 $ 1,423.5 Balance at January 1, 2026 (1) $ 1,276.3 $ 144.8 $ 6.5 $ 1,427.6 Foreign currency translation adjustment 0.1 — — 0.1 Balance at March 31, 2026 (1) $ 1,276.4 $ 144.8 $ 6.5 $ 1,427.7 (1) Includes cumulative goodwill impairment of $ 557.6 million and $ 142.2 million in Chlor Alkali Products and Vinyls and Epoxy, respectively. 11 Table of Contents Intangible assets consisted of the following: March 31, 2026 December 31, 2025 March 31, 2025 Gross Amount Accumulated Amortization Net Gross Amount Accumulated Amortization Net Gross Amount Accumulated Amortization Net Intangible Assets ($ in millions) Customers, customer contracts and relationships $ 523.0 $ ( 366.5 ) $ 156.5 $ 524.4 $ ( 358.4 ) $ 166.0 $ 670.5 $ ( 480.2 ) $ 190.3 Trade names 3.5 ( 1.3 ) 2.2 3.5 ( 1.2 ) 2.3 3.6 ( 0.7 ) 2.9 Acquired technology 11.4 ( 9.5 ) 1.9 11.3 ( 9.4 ) 1.9 94.3 ( 93.1 ) 1.2 Other 4.9 ( 0.7 ) 4.2 4.9 ( 0.7 ) 4.2 4.9 ( 0.7 ) 4.2 Total intangible assets $ 542.8 $ ( 378.0 ) $ 164.8 $ 544.1 $ ( 369.7 ) $ 174.4 $ 773.3 $ ( 574.7 ) $ 198.6 NOTE 10. DEBT Long-term loans, notes and other financing obligations, consisted of the following: March 31, 2026 December 31, 2025 March 31, 2025 Financing Obligations ($ in millions) Fixed-rate Financing 5.625 % senior notes, due 2029 $ 669.3 $ 669.3 $ 669.3 5.00 % senior notes, due 2030 515.3 515.3 515.3 6.625 % senior notes, due 2033 (2033 Notes) 600.0 600.0 600.0 Variable-rate Financing Term Loan Facilities 528.1 637.8 650.0 Revolving Credit Facilities 160.0 — 75.0 2024 Receivables Financing Agreement 460.0 340.0 461.0 Recovery zone bonds 83.0 83.0 83.0 Industrial development and environmental improvement obligations — — 2.9 Other Deferred debt issuance costs ( 19.6 ) ( 18.1 ) ( 20.7 ) Total debt 2,996.1 2,827.3 3,035.8 Amounts due within one year — 109.7 19.2 Total long-term debt $ 2,996.1 $ 2,717.6 $ 3,016.6 Senior Notes and Senior Credit Facilities On March 14, 2025, Olin entered into a $ 1,850.0 million senior credit facility (2025 Senior Credit Facility), which increased the borrowing limit of our then-existing $ 1,550.0 million senior credit facility (2022 Senior Credit Facility) by $ 300.0 million and extended the maturity date from October 11, 2027 to March 14, 2030. The 2025 Senior Credit Facility includes a term loan facility with aggregate commitments of $ 650.0 million (2025 Term Loan Facility), which replaced Olin’s then-existing $ 350.0 million term loan facility (2022 Term Loan Facility), and a revolving credit facility with aggregate commitments of $ 1,200.0 million (2025 Revolving Credit Facility), which replaced Olin’s then-existing $ 1,200.0 million revolving credit facility (2022 Revolving Credit Facility). On February 19, 2026, we executed an amendment to the 2025 Senior Credit Facility (Senior Secured Credit Facility) which, among other things, modified the financial covenants to be less restrictive and incorporated guarantees and collateral by certain of our domestic subsidiaries. The Senior Secured Credit Facility maintained the 2025 Term Loan Facility, as amended (Secured Term Loan Facility, and collectively with the 2025 Term Loan Facility and the 2022 Term Loan Facility, the Term Loan Facilities), and the 2025 Revolving Credit Facility, as amended (Senior Secured Revolving Credit Facility, and collectively with the 2025 Revolving Credit Facility and 2022 Revolving Credit Facility, the Revolving Credit Facilities). The amendment required all remaining principal amortization payments under the Secured Term Loan Facility to be satisfied. 12 Table of Contents Borrowings under the Senior Secured Revolving Credit Facility were used to satisfy the $ 109.7 million remaining principal amortization payments under the Secured Term Loan Facility. The maturity date for the Senior Secured Credit Facility remained March 14, 2030. The Senior Secured Revolving Credit Facility includes a $ 100.0 million letter of credit subfacility. At March 31, 2026, we had $ 160.0 million of borrowings and $ 0.4 million of letters of credit issued under our Senior Secured Revolving Credit Facility and $ 1,039.6 million of undrawn commitments. The amendment requires that the obligations under the Senior Secured Credit Facility be guaranteed by certain of our domestic subsidiaries. The obligations under the Senior Secured Credit Facility are also secured by liens on substantially all of Olin’s and the subsidiary guarantors’ personal property (Collateral), other than certain principal properties and capital stock of subsidiaries, and subject to certain other exceptions. The amendment provides that substantially all guarantees under the Senior Secured Credit Facility and liens on Collateral be released automatically upon notice by Olin, or after September 30, 2027, at which time all covenant reliefs expire. Under the Senior Secured Credit Facility, we may select various floating rate borrowing options. The actual interest rate paid on borrowings under the Senior Secured Credit Facility is based on a pricing grid which is dependent upon the net leverage ratio as calculated under the terms of the applicable facility for the prior fiscal quarter. The Senior Secured Credit Facility includes various customary restrictive covenants, including restrictions related to the ratio of secured debt to earnings before interest expense, taxes, depreciation and amortization (net leverage ratio) and the ratio of earnings before interest expense, taxes, depreciation and amortization to interest expense (coverage ratio). The calculation of secured debt in our net leverage ratio excludes borrowings under the 2024 Receivables Financing Agreement, (as defined below) up to a maximum of $ 425.0 million. On March 14, 2025, Olin issued $ 600.0 million aggregate principal amount of 6.625 % senior notes due April 1, 2033 (2033 Notes), in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended. Interest on the 2033 Notes is paid semi-annually and began on October 1, 2025. Proceeds from the 2033 Notes, together with borrowings under the 2025 Senior Credit Facility, were used to redeem the $ 108.6 million 9.50 % senior notes due 2025 (2025 Notes), redeem the $ 500.0 million 5.125 % senior notes due 2027 (2027 Notes), refinance the then-existing 2022 Senior Credit Facility, comprised of $ 505.0 million of borrowings under the 2022 Revolving Credit Facility and $ 332.5 million of borrowings under the 2022 Term Loan Facility, and pay related fees and expenses. No event of default has occurred under any of our outstanding debt agreements that would permit the acceleration of the debt if not cured, and we are in compliance with all covenants and restrictions under all our outstanding debt agreements. In the future, our ability to generate sufficient operating cash flows, among other factors, will determine the amounts available to be borrowed under these facilities. As a result of our restrictive covenant related to the net leverage ratio, the maximum additional borrowings available to us could be limited in the future. The limitation, if an amendment or waiver from our lenders is not obtained, could restrict our ability to borrow the maximum amounts available under the Senior Secured Revolving Credit Facility and the 2024 Receivables Financing Agreement (defined below). As of March 31, 2026, there were no covenants or other restrictions that limited our ability to borrow. Receivables Financing Agreement We maintain a $ 500.0 million receivables financing agreement (2024 Receivables Financing Agreement) that is scheduled to mature on November 19, 2027. Under the 2024 Receivables Financing Agreement, our eligible trade receivables are used for collateralized borrowings and continue to be serviced by us. In addition, the 2024 Receivables Financing Agreement incorporates the net leverage ratio covenant that is contained in the Senior Secured Credit Facility. As of March 31, 2026, we had $ 460.0 million drawn under the 2024 Receivables Financing Agreement, $ 625.7 million of our trade receivables were pledged as collateral and we had $ 40.0 million of additional borrowing capacity. 13 Table of Contents Financing Cash Flows During the three months ended March 31, 2026 and 2025, activity of our outstanding debt included: Three Months Ended March 31, 2026 2025 Long-term Debt Borrowings (Repayments) ($ in millions) Borrowings Term Loan Facilities $ — $ 650.0 Revolving Credit Facilities 246.6 410.0 2024 Receivables Financing Agreement 195.0 381.0 2033 Notes — 600.0 Total borrowings $ 441.6 $ 2,041.0 Repayments Term Loan Facilities $ ( 109.7 ) $ ( 332.5 ) Revolving Credit Facilities ( 86.6 ) ( 505.0 ) 2024 Receivables Financing Agreement ( 75.0 ) ( 395.0 ) 2025 Notes — ( 108.6 ) 2027 Notes — ( 500.0 ) Total repayments $ ( 271.3 ) $ ( 1,841.1 ) Long-term debt borrowings, net $ 170.3 $ 199.9 Other Financing Interest expense for the three months ended March 31, 2026 included $ 0.2 million for the write-off of unamortized deferred debt issuance costs associated with the Senior Secured Credit Facility. Interest expense for the three months ended March 31, 2025 included $ 3.3 million for the write-off of unamortized deferred debt issuance costs and costs associated with our first quarter 2025 financing transactions, including the 2025 Senior Credit Facility, early redemption of the 2025 Notes and the 2027 Notes, and issuance of the 2033 Notes. For the three months ended March 31, 2026, we paid debt issuance costs of $ 2.1 million associated with the Senior Secured Credit Facility. For the three months ended March 31, 2025, we paid debt issuance costs of $ 12.0 million associated with the 2033 Notes and the 2025 Senior Credit Facility. NOTE 11. PENSION PLANS AND RETIREMENT BENEFITS We sponsor domestic and foreign defined benefit pension plans for eligible employees and retirees. Most of our domestic employees participate in defined contribution plans. However, a portion of our bargaining hourly employees continue to participate in our domestic qualified defined benefit pension plans under a flat-benefit formula. Our funding policy for the qualified defined benefit pension plans is consistent with the requirements of federal laws and regulations. Our foreign subsidiaries maintain pension and other benefit plans, which are consistent with local statutory practices. Our domestic qualified defined benefit pension plan provides that if, within three years following a change of control of Olin, any corporate action is taken or filing made in contemplation of, among other things, a plan termination or merger or other transfer of assets or liabilities of the plan, and such termination, merger, or transfer thereafter takes place, plan benefits would automatically be increased for affected participants (and retired participants) to absorb any plan surplus (subject to applicable collective bargaining requirements). We also provide certain postretirement healthcare (medical) and life insurance benefits for eligible active and retired domestic employees. The healthcare plans are contributory with participants’ contributions adjusted annually based on medical rates of inflation and plan experience. 14 Table of Contents Pension Benefits Other Postretirement Benefits Three Months Ended March 31, Three Months Ended March 31, 2026 2025 2026 2025 Components of Net Periodic Benefit (Income) Cost ($ in millions) Service cost $ 1.0 $ 1.0 $ 0.2 $ 0.1 Interest cost 22.7 24.5 0.4 0.3 Expected return on plans’ assets ( 29.8 ) ( 31.7 ) — — Amortization of prior service cost ( 0.2 ) ( 0.2 ) — ( 0.1 ) Recognized actuarial loss 3.3 1.4 0.1 0.1 Net periodic benefit (income) cost $ ( 3.0 ) $ ( 5.0 ) $ 0.7 $ 0.4 We made cash contributions to our international qualified defined benefit pension plans of $ 0.3 million and $ 0.1 million for the three months ended March 31, 2026 and 2025, respectively. NOTE 12. INCOME TAXES The Company’s effective tax rate fluctuates from period to period based on several factors, including the geographic mix of earnings, the level of income or loss relative to available tax attributes, the recognition of valuation allowances in certain jurisdictions, and discrete tax items. For the three months ended March 31, 2026, the Company recorded a loss before income taxes of $( 118.3 ) million and an associated income tax benefit of $ 35.3 million, resulting in an effective tax rate of 29.8 %. The income tax benefit for the three months ended March 31, 2026 was primarily attributable to the loss before income taxes for the period, as well as Inflation Reduction Act credits recognized during the period. For the three months ended March 31, 2025, the Company recorded income before income taxes of $ 2.1 million and an associated income tax provision of $ 0.9 million, resulting in an effective tax rate of 42.9 %. The income tax provision for the three months ended March 31, 2025 was primarily attributable to income before taxes for the period, along with a change in tax contingencies recognized during the period. As of March 31, 2026, we had $ 24.0 million of gross unrecognized tax benefits, which would have impacted the effective tax rate, if recognized. The changes in amounts of unrecognized tax benefits were as follows: Three Months Ended March 31, 2026 2025 Unrecognized Tax Benefits ($ in millions) Balance at beginning of year $ 24.0 $ 21.1 Increases for prior year tax positions 0.4 0.8 Decreases for prior year tax positions ( 0.5 ) ( 0.2 ) Increases for current year tax positions 0.1 0.4 Settlements with tax authorities — ( 0.8 ) Balance at end of period $ 24.0 $ 21.3 We operate globally and file income tax returns in numerous jurisdictions. Our tax returns are subject to examination by various federal, state and local tax authorities. Additionally, examinations are ongoing in various states and foreign jurisdictions. We believe we have adequately provided for all tax positions; however, amounts asserted by taxing authorities could be greater than our accrued position. 15 Table of Contents For our primary tax jurisdictions, the tax years that remain subject to examination are as follows: Tax Years U.S. federal income tax 2022 - 2025 U.S. state income tax 2015 - 2025 Canadian federal income tax 2018 - 2025 Brazil 2019 - 2025 Germany 2022 - 2025 China 2016 - 2025 The Netherlands 2020 - 2025 NOTE 13. DEFINED CONTRIBUTION PLAN The Company sponsors a defined contribution plan for qualifying domestic employees (Employee Retirement Savings Plan) and a supplemental executive retirement plan as follows: Employee Retirement Savings Plan We sponsor a defined contribution plan for qualifying domestic employees, for which the Company generally contributes between 5.0 % and 7.5 % of the employees’ eligible compensation into a retirement account (Company Contribution). Employees generally vest in the value of the Company Contribution according to a schedule based on service. We also match a percentage of our employees’ contributions (Company Match), which are invested in the same investment allocation as the employees’ contributions. Employees generally vest immediately in the Company Match. Our contributions to the defined contribution plan were as follows: Three Months Ended March 31, 2026 2025 Employee Retirement Savings Plan ($ in millions) Company Contribution $ 10.0 $ 10.3 Company Match 4.4 4.2 Total contributions $ 14.4 $ 14.5 NOTE 14. STOCK-BASED COMPENSATION Stock-based compensation granted includes stock options, performance share awards, restricted stock awards and deferred directors’ compensation. Stock-based compensation expense was as follows: Three Months Ended March 31, 2026 2025 Stock Compensation Expense ($ in millions) Stock-based compensation $ 7.2 $ 5.3 Mark-to-market adjustments 4.3 ( 3.8 ) Total expense $ 11.5 $ 1.5 Performance Shares Performance share awards are denominated in shares of Olin’s stock and are paid half in cash and half in stock. All performance share awards vest ratably and are paid out at the end of the three-year performance period, contingent upon the achievement of specified performance conditions. Performance share awards granted during 2026 will have a payout between 0 % and 240 % based on Olin’s earnings over the three-year performance cycle, in relation to the earnings targets for such period set by the Compensation Committee of Olin’s Board of Directors, including a performance multiplier for Olin’s Total Shareholder Return (TSR) over the applicable three-year performance cycle in relation to the TSR over the same period among a portfolio of public companies which are selected in concert with outside compensation consultants. 16 Table of Contents Performance share awards granted before 2026 will have a payout between 0 % and 200 % based on two criteria: (1) 50 % of the award is based on Olin’s TSR over the applicable three-year performance cycle in relation to the TSR over the same period among a portfolio of public companies which are selected in concert with outside compensation consultants and (2) 50 % of the award is based on Olin’s net income over the applicable three-year performance cycle in relation to the net income goal for such period as set by the Compensation Committee. The fair value of each performance share award based on a performance condition was estimated on the date of grant, using the current stock price. The fair value of each performance share award based on a market condition, or TSR, was estimated on the date of grant using a Monte Carlo simulation model. Compensation cost associated with performance share awards is recognized ratably over the service period. During the three months ended March 31, 2026 and 2025, Olin granted performance share awards of 664,640 and 573,479 , respectively, at a weighted average grant date fair value per share of $ 26.60 and $ 27.54 , respectively, or 106 % and 99 % of the grant date share price, respectively. Restricted Stock Units During the three months ended March 31, 2026 and 2025, Olin granted restricted stock units of 480,318 and 398,303 , respectively, at a weighted average grant date fair value per share of $ 24.99 and $ 27.69 , respectively. The fair value of each restricted stock unit was estimated on the date of grant using the current stock price. The awards typically vest ratably, on an annual basis, over three years, but not less than one year. Stock Options During the three months ended March 31, 2026 and 2025, Olin granted no stock options. NOTE 15. SHAREHOLDERS’ EQUITY On December 11, 2024, our Board of Directors approved a share repurchase program with a $ 1.3 billion authorization (2024 Repurchase Authorization). The Board of Directors previously authorized share repurchases with a $ 2.0 billion authorization on July 28, 2022 (2022 Repurchase Authorization). The 2024 Repurchase Authorization and 2022 Repurchase Authorization will terminate upon the purchase of $ 1.3 billion and $ 2.0 billion of common stock, respectively. For the three months ended March 31, 2025, 0.7 million shares of common stock were repurchased and retired at a total value of $ 20.2 million. As of March 31, 2026, a cumulative total of 27.4 million shares of common stock have been repurchased and retired at a total value of $ 1,351.1 million under the 2022 Repurchase Authorization program, and $ 648.9 million of common stock remained authorized to be repurchased under the 2022 Repurchase Authorization program. As of March 31, 2026, there have been no repurchases under the 2024 Repurchase Authorization program and $ 1.3 billion remained available. We issued 0.2 million and less than 0.1 million shares representing stock options exercised for the three months ended March 31, 2026 and 2025, respectively, with a total value of $ 2.1 million and $ 1.9 million, respectively. 17 Table of Contents The following table represents the activity included in accumulated other comprehensive loss: Foreign Currency Translation Cash Flow Hedges Pension and Postretirement Benefits Total Accumulated Other Comprehensive Loss ($ in millions) Balance at January 1, 2025 $ ( 45.9 ) $ 7.8 $ ( 412.0 ) $ ( 450.1 ) Unrealized (losses) gains ( 1.2 ) 34.4 — 33.2 Reclassification adjustments of (gains) losses into income — ( 8.1 ) 1.2 ( 6.9 ) Tax provision — ( 6.5 ) ( 0.3 ) ( 6.8 ) Net change ( 1.2 ) 19.8 0.9 19.5 Balance at March 31, 2025 $ ( 47.1 ) $ 27.6 $ ( 411.1 ) $ ( 430.6 ) Balance at January 1, 2026 $ ( 52.2 ) $ 5.9 $ ( 368.2 ) $ ( 414.5 ) Unrealized gains (losses) 0.9 ( 5.6 ) — ( 4.7 ) Reclassification adjustments of (gains) losses into income — ( 3.9 ) 3.2 ( 0.7 ) Tax benefit (provision) — 2.3 ( 0.8 ) 1.5 Net change 0.9 ( 7.2 ) 2.4 ( 3.9 ) Balance at March 31, 2026 $ ( 51.3 ) $ ( 1.3 ) $ ( 365.8 ) $ ( 418.4 ) Cost of goods sold included reclassification adjustments for realized gains and losses on derivative contracts from accumulated other comprehensive loss. Non-operating pension income included the amortization of prior service costs and actuarial losses from accumulated other comprehensive loss. NOTE 16. SEGMENT INFORMATION The chief operating decision maker (CODM) is the individual, or group of individuals, who assess financial performance and determines resource allocation. Management has identified our Chief Executive Officer (CEO) as the CODM. In arriving at this conclusion, we considered that the individual who receives the relevant financial information, which is primarily provided in the form of segment operations reviews, is ultimately our CEO. Further, our CEO assesses the reasonableness of resource allocation, primarily in the form of capital allocation and budgetary analysis, and reviews segment results and resource allocation summaries prepared by segment management, consistent with their view of the business as a whole. We define segment results as income (loss) before interest expense, interest income, other operating income (expense), non-operating pension income, other income and income taxes, and includes the results of non-consolidated affiliates in segment results consistent with management’s monitoring of the operating segments. We have three operating segments: Chlor Alkali Products and Vinyls, Epoxy, and Winchester. The three operating segments reflect the organization used by our management for purposes of allocating resources and assessing performance and represents our reportable segments. Chlorine and caustic soda used in our Epoxy segment is transferred at cost from the Chlor Alkali Products and Vinyls segment. Cost of goods sold at Corporate is primarily attributed to environmental expense. Other segment items for each reportable segment includes selling and administrative expenses and earnings (losses) from non-consolidated affiliates. Segment assets include only those assets which are directly identifiable to an operating segment. Assets in the corporate/other segment primarily include cash and cash equivalents, deferred taxes and other assets. Sales are attributed to geographic areas based on the customer location. 18 Table of Contents Three Months Ended March 31, 2026 Chlor Alkali Products and Vinyls Epoxy Winchester Corporate & Other Totals Segment Detail ($ in millions) Sales $ 756.9 $ 355.6 $ 470.5 $ — $ 1,583.0 Cost of goods sold 727.1 343.1 430.5 6.5 1,507.2 Gross margin 29.8 12.5 40.0 ( 6.5 ) 75.8 Other segment items ( 74.3 ) ( 15.4 ) ( 24.8 ) ( 31.9 ) ( 146.4 ) Restructuring charges — — — ( 9.1 ) ( 9.1 ) Interest expense — — — ( 43.2 ) ( 43.2 ) Interest income — — — 1.1 1.1 Non-operating pension income — — — 3.5 3.5 Income (loss) before taxes $ ( 44.5 ) $ ( 2.9 ) $ 15.2 $ ( 86.1 ) $ ( 118.3 ) Other Items Depreciation and amortization expense $ 93.2 $ 11.9 $ 8.9 $ 3.2 $ 117.2 Capital spending 30.0 4.5 7.8 1.4 43.7 Assets 5,067.9 898.0 831.7 556.2 7,353.8 Segment Sales by Geography United States $ 550.8 $ 151.6 $ 443.6 $ — $ 1,146.0 Europe 24.6 100.4 11.9 — 136.9 Other foreign 181.5 103.6 15.0 — 300.1 Total sales $ 756.9 $ 355.6 $ 470.5 $ — $ 1,583.0 Three Months Ended March 31, 2025 Chlor Alkali Products and Vinyls Epoxy Winchester Corporate & Other Totals Segment Detail ($ in millions) Sales $ 924.5 $ 331.7 $ 388.0 $ — $ 1,644.2 Cost of goods sold 802.0 345.1 342.6 5.8 1,495.5 Gross margin 122.5 ( 13.4 ) 45.4 ( 5.8 ) 148.7 Other segment items ( 44.2 ) ( 15.0 ) ( 22.6 ) ( 19.2 ) ( 101.0 ) Restructuring charges — — — ( 4.0 ) ( 4.0 ) Interest expense — — — ( 48.5 ) ( 48.5 ) Interest income — — — 1.2 1.2 Non-operating pension income — — — 5.7 5.7 Income (loss) before taxes $ 78.3 $ ( 28.4 ) $ 22.8 $ ( 70.6 ) $ 2.1 Other Items Depreciation and amortization expense $ 107.2 $ 12.8 $ 9.5 $ 2.7 $ 132.2 Capital spending 37.6 10.8 11.1 1.9 61.4 Assets 5,358.5 965.0 825.3 506.2 7,655.0 Segment Sales by Geography United States $ 646.9 $ 144.1 $ 346.2 $ — $ 1,137.2 Europe 33.2 101.8 12.6 — 147.6 Other foreign 244.4 85.8 29.2 — 359.4 Total sales $ 924.5 $ 331.7 $ 388.0 $ — $ 1,644.2 19 Table of Contents Three Months Ended March 31, 2026 2025 Segment Sales by Product Line ($ in millions) Chlor Alkali Products and Vinyls Caustic soda $ 328.5 $ 386.8 Chlorine, chlorine-derivatives and other products 428.4 537.7 Total Chlor Alkali Products and Vinyls 756.9 924.5 Epoxy Aromatics and allylics 144.5 141.0 Epoxy resins and formulated solutions 211.1 190.7 Total Epoxy 355.6 331.7 Winchester Commercial 168.8 155.9 Military and law enforcement (1) 301.7 232.1 Total Winchester 470.5 388.0 Total sales $ 1,583.0 $ 1,644.2 (1) For the three months ended March 31, 2026 and 2025, revenue recognized over time represented $ 120.8 million and $ 58.4 million, respectively, associated with governmental contracts within our Winchester business. NOTE 17. ENVIRONMENTAL We are party to various government and private environmental actions associated with past manufacturing facilities and former waste disposal sites. The condensed balance sheets included reserves for future environmental expenditures to investigate and remediate known sites as follows: March 31, 2026 December 31, 2025 March 31, 2025 Environmental Reserve Balance Sheet Location ($ in millions) Current reserve Accrued Liabilities 30.0 30.0 30.0 Long-term reserve Other noncurrent liabilities 127.8 126.3 127.0 Total reserve $ 157.8 $ 156.3 $ 157.0 Environmental provisions charged to income, which are included in costs of goods sold, were $ 5.2 million and $ 5.0 million for the three months ended March 31, 2026 and 2025, respectively. Environmental exposures are difficult to assess for numerous reasons, including the identification of new sites, developments at sites resulting from investigatory studies, advances in technology, changes in environmental laws and regulations and their application, changes in regulatory authorities, the scarcity of reliable data pertaining to identified sites, the difficulty in assessing the involvement and financial capability of other Potentially Responsible Parties (PRPs), our ability to obtain contributions from other parties and the lengthy time periods over which site remediation occurs. It is possible that some of these matters (the outcomes of which are subject to various uncertainties) may be resolved unfavorably to us, which could materially adversely affect our financial position, cash flows or results of operations. NOTE 18. COMMITMENTS AND CONTINGENCIES In April 2023, Shintech Incorporated (Shintech) filed a lawsuit against Olin Corporation and its wholly owned subsidiary, Blue Cube Operations LLC (Blue Cube), in the U.S. District Court for the Southern District of Texas. Shintech alleged that Olin breached a long‑term VCM supply agreement relating to deliveries to Shintech’s polyvinyl chloride (PVC) facility in Freeport, TX, following a pricing dispute, a 2023 maintenance turnaround at Olin’s Freeport, TX VCM facility, and Olin’s declaration of force majeure at Olin’s Freeport, TX VCM facility. Olin supplies VCM to Shintech under a long-term supply contract. Shintech sought injunctive relief compelling performance under the supply agreement, specific performance of Olin’s alleged contractual obligations, and recovery of monetary damages. After nearly three years of litigation, on February 10, 2026, the jury returned a verdict in favor of Shintech on its breach of contract claims. As a result of this verdict, the Company obtained new information related to this litigation loss contingency and recorded a pretax charge of $ 75.0 million in the fourth quarter of 2025 and $ 11.1 million in the first quarter of 2026, which 20 Table of Contents is included in our condensed balance sheet under accrued liabilities. During the first half of 2026, we expect to pay approximately $ 195.0 million to Shintech associated with the litigation matter, and previously recorded accruals for a VCM pricing dispute with Shintech. We, and our subsidiaries, are defendants in various other legal actions (including proceedings based on alleged exposures to asbestos) incidental to our past and current business activities. As of March 31, 2026, December 31, 2025 and March 31, 2025, our condensed balance sheets included accrued liabilities for these other legal actions of $ 44.2 million, $ 20.1 million and $ 17.1 million, respectively. These liabilities do not include costs associated with legal representation. Based on our analysis, and considering the inherent uncertainties associated with litigation, we do not believe that it is reasonably possible that these legal actions will materially adversely affect our financial position, cash flows or results of operations. During the ordinary course of our business, contingencies arise resulting from an existing condition, situation or set of circumstances involving an uncertainty as to the realization of a possible gain contingency. In certain instances, such as environmental projects, we are responsible for managing the cleanup and remediation of an environmental site. There exists the possibility of recovering a portion of these costs from other parties. We account for gain contingencies in accordance with the provisions of ASC 450 “Contingencies” and, therefore, do not record gain contingencies and recognize income until it is earned and realizable. NOTE 19. DERIVATIVE FINANCIAL INSTRUMENTS We are exposed to market risk in the normal course of our business operations due to our purchases of certain commodities, our ongoing investing and financing activities and our operations that use foreign currencies. The risk of loss can be assessed from the perspective of adverse changes in fair values, cash flows and future earnings. We have established policies and procedures governing our management of market risks and the use of financial instruments to manage exposure to such risks. ASC 815 “Derivatives and Hedging” (ASC 815) requires an entity to recognize all derivatives as either assets or liabilities in the condensed balance sheets and measure those instruments at fair value. In accordance with ASC 815, we designate derivative contracts as cash flow hedges of forecasted purchases of commodities and forecasted interest payments related to variable-rate borrowings and designate certain interest rate swaps as fair value hedges of fixed-rate borrowings. We do not enter into any derivative instruments for trading or speculative purposes. Energy costs, including electricity and natural gas, and certain raw materials used in our production processes are subject to price volatility. Depending on market conditions, we may enter into futures contracts, forward contracts, commodity swaps and put and call option contracts in order to reduce the impact of commodity price fluctuations. The majority of our commodity derivatives expire within one year. We actively manage currency exposures that are associated with net monetary asset positions, currency purchases and sales commitments denominated in foreign currencies and foreign currency denominated assets and liabilities created in the normal course of business. We enter into forward sales and purchase contracts to manage currency risk to offset our net exposures, by currency, related to the foreign currency denominated monetary assets and liabilities of our operations. All of the currency derivatives expire within one year and are for U.S. dollar (USD) equivalents. The counterparties to the forward contracts are large financial institutions; however, the risk of loss to us in the event of nonperformance by a counterparty could be significant to our financial position, cash flows or results of operations. We had outstanding forward contracts to sell foreign currency with notional values of $ 130.7 million, $ 134.0 million and $ 122.7 million as of March 31, 2026, December 31, 2025 and March 31, 2025, respectively. Cash Flow Hedges For derivative instruments that are designated and qualify as a cash flow hedge, the change in fair value of the derivative is recognized as a component of other comprehensive income (loss) until the hedged item is recognized in earnings. We had the following notional amounts of outstanding commodity contracts that were entered into to hedge forecasted purchases: March 31, 2026 December 31, 2025 March 31, 2025 Commodity Notional Value ($ in millions) Natural gas $ 96.9 $ 93.9 $ 40.4 Ethane 37.1 34.7 15.0 Metals 98.5 90.0 98.0 Total notional $ 232.5 $ 218.6 $ 153.4 As of March 31, 2026, the counterparties to these commodity contracts were Wells Fargo Bank, N.A., Citibank, N.A., 21 Table of Contents JPMorgan Chase Bank, National Association, Toronto Dominion Bank and Bank of America Corporation, all of which are major financial institutions. We use cash flow hedges for certain raw material and energy costs such as copper, zinc, ethane, electricity and natural gas to provide a measure of stability in managing our exposure to price fluctuations associated with forecasted purchases of raw materials and energy used in our manufacturing process. At March 31, 2026, we had open derivative contract positions through 2028. If all open futures contracts had been settled on March 31, 2026, we would have recognized a pretax loss of $ 1.6 million. If commodity prices were to remain at March 31, 2026 levels, approximately $ 1.8 million of deferred losses, net of tax, would be reclassified into earnings during the next twelve months. The actual effect on earnings will be dependent on actual commodity prices when the forecasted transactions occur. Fair Value Hedges We use interest rate swaps as a means of managing interest expense and floating interest rate exposure to optimal levels. For derivative instruments that are designated and qualify as a fair value hedge, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in current earnings. We include the gain or loss on the hedged items (fixed-rate borrowings) in the same line item, interest expense, as the offsetting loss or gain on the related interest rate swaps. There were no outstanding interest rate swaps at March 31, 2026, December 31, 2025 and March 31, 2025. Financial Statement Impacts We present our derivative assets and liabilities in our condensed balance sheets on a net basis whenever we have a legally enforceable master netting agreement with the counterparty to our derivative contracts. We use these agreements to manage and substantially reduce our potential counterparty credit risk. The following table summarizes the location and fair value of the derivative instruments on our condensed balance sheets: March 31, 2026 December 31, 2025 March 31, 2025 Balance Sheet Location ($ in millions) Current Assets Commodity contracts Other current assets $ 14.3 $ 20.5 $ 34.0 Foreign currency contracts Other current assets 0.7 — — Noncurrent Assets Commodity contracts Other assets 2.1 3.3 2.5 Total derivative assets (1) $ 17.1 $ 23.8 $ 36.5 Current Liabilities Commodity contracts Accrued liabilities $ 16.6 $ 16.0 $ — Foreign currency contracts Accrued liabilities — 0.6 1.2 Noncurrent Liabilities Commodity contracts Other liabilities 1.4 — — Total derivative liabilities (1) $ 18.0 $ 16.6 $ 1.2 (1) Does not include the impact of cash collateral received from or provided to counterparties, if any. 22 Table of Contents The following table summarizes the effects of derivative instruments on our condensed statements of operations: Amount of Gain (Loss) for the Three Months Ended March 31, 2026 2025 Location of Gain (Loss) ($ in millions) Cash Flow Hedges Commodity contracts Other comprehensive income (loss) $ ( 5.6 ) $ 34.4 Commodity contracts Cost of goods sold 3.9 8.1 Not Designated as Hedging Instruments Foreign exchange contracts Selling and administrative ( 5.3 ) ( 7.0 ) Credit Risk and Collateral By using derivative instruments, we are exposed to credit and market risk. If a counterparty fails to fulfill its performance obligations under a derivative contract, our credit risk will equal the fair value gain in a derivative. Generally, when the fair value of a derivative contract is positive, this indicates that the counterparty owes us, thus creating a repayment risk for us. When the fair value of a derivative contract is negative, we owe the counterparty and, therefore, assume no repayment risk. We minimize the credit (or repayment) risk in derivative instruments by entering into transactions with high-quality counterparties. We monitor our positions and the credit ratings of our counterparties, and we do not anticipate non-performance by the counterparties. Based on the agreements with our various counterparties, cash collateral is required to be provided when the net fair value of the derivatives, with the counterparty, exceeds a specific threshold. If the threshold is exceeded, cash is either provided by the counterparty to us if the value of the derivatives is our asset, or cash is provided by us to the counterparty if the value of the derivatives is our liability. As of March 31, 2026, December 31, 2025 and March 31, 2025, this threshold was not exceeded. In all instances where we are party to a master netting agreement, we offset the receivable or payable recognized upon payment of cash collateral against the fair value amounts recognized for derivative instruments that have also been offset under such master netting agreements. NOTE 20. FAIR VALUE MEASUREMENTS Fair value is defined as the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties or the amount that would be paid to transfer a liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity. Assets and liabilities recorded at fair value in the condensed balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels, defined by ASC 820 “Fair Value Measurement” (ASC 820), and directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows: Level 1 — Inputs were unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2 — Inputs (other than quoted prices included in Level 1) were either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. Level 3 — Inputs reflected management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration was given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. We are required to separately disclose assets and liabilities measured at fair value on a recurring basis, from those measured at fair value on a nonrecurring basis. Nonfinancial assets measured at fair value on a nonrecurring basis are intangible assets and goodwill, which are reviewed for impairment annually in the fourth quarter and/or when circumstances or other events indicate that impairment may have occurred. 23 Table of Contents Commodity Contracts We use commodity derivative contracts for certain raw materials and energy costs such as copper, zinc, ethane, electricity and natural gas to provide a measure of stability in managing our exposure to price fluctuations. Commodity contract financial instruments were valued primarily based on prices and other relevant information observable in market transactions involving identical or comparable assets or liabilities including both forward and spot prices for commodities. All commodity financial instruments were valued as a Level 2 under the fair value measurements hierarchy. Foreign Currency Contracts We enter into forward sales and purchase contracts to manage currency risk resulting from purchase and sale commitments denominated in foreign currencies. Foreign currency contract financial instruments were valued primarily based on relevant information observable in market transactions involving identical or comparable assets or liabilities including both forward and spot prices for currencies. All foreign currency contract financial instruments were valued as a Level 2 under the fair value measurements hierarchy. Financial Instruments The carrying values of cash and cash equivalents, accounts receivable and accounts payable approximated fair values due to the short-term maturities of these instruments. Since our long-term debt instruments may not be actively traded, the inputs used to measure the fair value of our long-term debt are based on current market rates for debt of similar risk and maturities and is classified as Level 2 in the fair value measurement hierarchy. As of March 31, 2026, December 31, 2025 and March 31, 2025, the fair value measurements of debt were $ 2,809.7 million, $ 2,834.3 million and $ 2,982.4 million, respectively. Nonrecurring Fair Value Measurements In addition to assets and liabilities that are recorded at fair value on a recurring basis, we record assets and liabilities at fair value on a nonrecurring basis as required by ASC 820. There were no assets or liabilities measured at fair value on a nonrecurring basis as of March 31, 2026, December 31, 2025 or March 31, 2025.