What changed in this filing

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Item 1. Financial Statements

2025-07-30 compared with 2025-04-25 · 211 added, 144 removed, 683 unchanged (34% of the section changed)

3 unchanged sentences

(in millions, except per share data)

March 31, December 31,

June 30, December 31,

Current assets:

45 unchanged sentences

(in millions, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenue $ 4,235 $ 4,048 $ 8,244 $ 7,910

3 unchanged sentences

Selling, general and administrative 425 407 852 822

Gain on business divestitures and impairments, net ( 2 ) —

Loss (gain) on business divestitures and impairments, net 3 ( 2 ) 1 ( 2 )

Restructuring charges 6 6 9 12

9 unchanged sentences

Net income attributable to Republic Services, Inc.

$ 550 $ 512 $ 1,045 $ 965

Basic earnings per share attributable to Republic Services, Inc.

6 unchanged sentences

Weighted average common and common equivalent shares outstanding

313.4 315.2 313.3 315.5

Cash dividends per common share $ 0.580 $ 0.535 $ 1.160 $ 1.070

3 unchanged sentences

(in millions)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net income $ 550 $ 512 $ 1,045 $ 966

Other comprehensive (loss) income, net of tax ( 5 ) 7

Other comprehensive income (loss), net of tax 3 ( 4 ) ( 2 ) 3

Comprehensive income 553 508 1,043 969

1 unchanged sentence

Comprehensive income attributable to Republic Services, Inc.

$ 553 $ 508 $ 1,043 $ 968

The accompanying notes are an integral part of these statements.

17 unchanged sentences

313 3 1,784 10,087 ( 1 ) ( 180 ) ( 31 ) 2 11,665

Net income — — — 550 — — — — 550

Other comprehensive income — — — — — — 3 — 3

Cash dividends declared — — — ( 182 ) — — — — ( 182 )

Issuances of common stock — — 6 — — ( 1 ) — — 5

Stock-based compensation — — 11 — — — — — 11

Balance as of June 30, 2025

313 $ 3 $ 1,801 $ 10,455 ( 1 ) $ ( 181 ) $ ( 28 ) $ 2 $ 12,052

Republic Services, Inc.

12 unchanged sentences

321 3 2,916 8,718 ( 6 ) ( 812 ) ( 5 ) 1 10,821

Net income — — — 512 — — — — 512

Other comprehensive loss — — — — — — ( 4 ) — ( 4 )

Cash dividends declared — — — ( 168 ) — — — — ( 168 )

Issuances of common stock — — 5 — — ( 1 ) — — 4

Stock-based compensation — — 11 ( 1 ) — — — — 10

Purchase of common stock for treasury — — — — ( 1 ) ( 169 ) — — ( 169 )

Balance as of June 30, 2024

321 $ 3 $ 2,932 $ 9,061 ( 7 ) $ ( 982 ) $ ( 9 ) $ 1 $ 11,006

The accompanying notes are an integral part of these statements.

2 unchanged sentences

(in millions)

Three Months Ended March 31,

Six Months Ended June 30

Cash provided by operating activities:

4 unchanged sentences

Stock-based compensation 23 22

Deferred tax provision 1 47

Deferred tax (benefit) provision ( 8 ) 48

Provision for doubtful accounts, net of adjustments 18 20

Gain on disposition of assets and asset impairments, net ( 3 ) —

Loss on disposition of assets and asset impairments, net 1 —

Loss from unconsolidated equity method investments 14 42

7 unchanged sentences

Other liabilities 138 ( 47 )

Proceeds for retirement of certain hedging relationships — 24

Cash provided by operating activities 2,134 1,911

7 unchanged sentences

Cash used in investing activities ( 1,815 ) ( 1,113 )

Cash provided by (used in) financing activities:

Cash used in financing activities:

Proceeds from credit facilities and notes payable, net of fees 20,025 10,484

5 unchanged sentences

Contingent consideration payments ( 3 ) ( 8 )

Cash provided by (used in) financing activities 284 ( 201 )

Cash used in financing activities ( 260 ) ( 435 )

Effect of foreign exchange rate changes on cash 1 1

Increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents 21 ( 70 )

Increase in cash, cash equivalents, restricted cash and restricted cash equivalents 60 364

Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period 203 228

8 unchanged sentences

Group 2 is our recycling and waste business operating primarily in geographic areas located in the southeastern and mid-western United States, the eastern seaboard of the United States, and Canada.

Group 3 is our environmental solutions business operating primarily in geographic areas located across the United States and Canada.

Group 3 is our environmental solutions business operating in geographic areas located across the United States and Canada.

These groups represent our reportable segments, which each provide integrated environmental services, including but not limited to collection, transfer, recycling, and disposal.

21 unchanged sentences

Our actual results may differ significantly from our estimates.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

New Accounting Pronouncements

Accounting Standards Updates Issued but not yet Adopted

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity

In May 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (ASU 2025-03), revising guidance on identifying the accounting acquirer in business combinations involving variable interest entities (VIEs).

In accordance with ASU 2025-03, when a reporting entity exchanges equity interests in a business combination, it must evaluate specific factors to determine the accounting acquirer, irrespective of the legal acquiree's classification as a VIE.

This may lead to the conclusion that a VIE involves a reverse acquisition, treating the legal acquirer as the acquiree for accounting purposes.

This update improves comparability with combinations including voting interest entities (VOEs) and will be effective for fiscal years starting after December 15, 2026.

Disaggregation of Income Statement Expenses

In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update No.

In November 2024, the FASB issued Accounting Standard Update No.

2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40):

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It also requires an entity to include certain amounts that are already required to be disclosed under GAAP in the same disclosure.

Additionally, it requires an entity to disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and to disclose the total amount of selling expenses and,

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

in annual reporting periods, an entity’s definition of selling expenses.

The amendments in ASU 2024-03 are effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

An entity may apply the amendments prospectively for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements.

The Company is currently evaluating the impact of the amendments on its future consolidated financial statements.

The Company is currently evaluating the impact of ASU 2024-03 on its future consolidated financial statements.

Improvements to Income Tax Disclosures

9 unchanged sentences

The Company is currently evaluating the amendments and the impact on its future consolidated financial statements.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

BUSINESS ACQUISITIONS, INVESTMENTS AND RESTRUCTURING CHARGES

We acquired various environmental services businesses during the three months ended March 31, 2025 and 2024.

We acquired various environmental services businesses during the six months ended June 30, 2025 and 2024.

The aggregate purchase price paid for these business acquisitions and the allocations of the aggregate purchase price follows:

8 unchanged sentences

Accounts payable

Deferred revenue

Environmental remediation liabilities

7 unchanged sentences

Total allocated $ 742 $ 20

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Certain of the purchase price allocations are preliminary and based on information existing at the acquisition dates.

The preliminary allocation of purchase price, including the value of certain tangible and intangible assets acquired as well as environmental liabilities assumed, is based on the best estimates of management and is subject to revision based on the final valuations.

For the acquisitions that closed during the three months ended March 31, 2025, we expect that a majority of the goodwill and intangible assets recognized as a result of these acquisitions will not be deductible for tax purposes.

For the acquisitions that closed during the six months ended June 30, 2025, we expect that a majority of the goodwill and intangible assets recognized as a result of these acquisitions will not be deductible for tax purposes.

These acquisitions are not material to the Company's results of operations, individually or in the aggregate.

5 unchanged sentences

We account for these investments under the equity method of accounting utilizing the Hypothetical Liquidation at Book Value method.

In exchange for our non-controlling interests, we made capital contributions of $ 87 million, which were recorded to other assets in our March 31, 2024 unaudited consolidated balance sheets.

No capital contributions were made during the three months ended March 31, 2025.

During the three months ended March 31, 2025 and 2024, we decreased the carrying value of these investments by $ 8 million and $ 9 million, respectively, as a result of our share of income and loss pursuant to the terms of the limited liability company agreements .

For further discussion of the income tax benefits, refer to Note 11, Income Taxes, in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2024.

In exchange for our non-controlling interests, we made capital contributions of $ 50 million and $ 91 million, which were recorded to other assets in our unaudited consolidated balance sheets during the six months ended June 30, 2025 and 2024, respectively .

During the three and six months ended June 30, 2025 , the carrying value of these investments was increased by $ 3 million and decreased by $ 5 million, respectively, as a result of our share of income and loss pursuant to the terms of the limited liability company agreements .

During the three and six months ended June 30, 2024 , we decreased the carrying value of these investments by $ 33 million and $ 42 million, respectively, as a result of our share of income and loss pursuant to the terms of the limited liability company agreements .

For further discussion of the income tax

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

benefits, refer to Note 11, Income Taxes, in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2024.

In 2024, we acquired a non-controlling equity interest in a joint venture with a landfill gas-to-energy developer to construct renewable natural gas projects at certain of our landfill locations in Illinois.

As of March 31, 2025 and December 31, 2024 , our carrying value in the joint venture was $ 38 million and $ 35 million, respectively.

During the three months ended March 31, 2025 and 2024, we contributed $ 3 million and $ 29 million, respectively, in the joint venture.

This investment is an unconsolidated variable interest entity (VIE) for which we do not have the power to direct the significant activities of the business, and it is accounted for under the equity method of accounting.

As of June 30, 2025 and December 31, 2024 , our carrying value in the joint venture was $ 39 million and $ 35 million, respectively.

During the six months ended June 30, 2025 and 2024, we contributed $ 4 million and $ 31 million, respectively, into the joint venture.

This investment is an unconsolidated VIE for which we do not have the power to direct the significant activities of the business, and it is accounted for under the equity method of accounting.

Our risk of loss is materially consistent with our contributions to-date.

1 unchanged sentence

Certain of these investments qualified for investment tax credits under Section 48 of the Internal Revenue Code.

As of March 31, 2025 and December 31, 2024 , our carrying value in the joint venture was approximately $ 270 million .

During the three months ended March 31, 2025 and 2024, we contributed $ 4 million and less than $ 1 million, respectively, into the joint venture.

As of June 30, 2025 and December 31, 2024 , our carrying value in the joint venture was approximately $ 270 million .

The investment is accounted for under the equity method of accounting.

In 2022 , we acquired a non-controlling equity interest in Blue Polymers, LLC, a joint venture with Ravago, intended to help create vertical integration in the recycling market, and to further advance circularity by acquiring all olefins produced by the Company's Polymer Centers and produce custom blended pellets for food-grade and non-food-grade packaging.

As of March 31, 2025 and December 31, 2024 , our carrying value in the joint venture was $ 61 million and $ 55 million, respectively.

During each of the three months ended March 31, 2025 and 2024, we contributed $ 8 million into the joint venture.

As of June 30, 2025 and December 31, 2024 , our carrying value in the joint venture was $ 72 million and $ 55 million, respectively.

During the six months ended June 30, 2025 and 2024, we contributed $ 21 million and $ 14 million, respectively, into the joint venture.

This investment is an unconsolidated VIE for which we do not have the power to direct the significant activities of the business, and it is accounted for under the equity method of accounting.

Our risk of loss is materially consistent with our contributions to-date.

These investments were recorded as other assets in our unaudited consolidated balance sheets as of March 31, 2025.

These investments were recorded as other assets in our unaudited consolidated balance sheet as of June 30, 2025.

Restructuring Charges

During the three months ended March 31, 2025 and 2024 , we incurred restructuring charges of $ 4 million and $ 6 million , respectively.

During the three and six months ended June 30, 2025 , we incurred restructuring charges of $ 6 million and $ 9 million , respectively, and during the three and six months ended June 30, 2024 , we incurred restructuring charges of $ 6 million and $ 12 million , respectively.

The 2025 charges primarily related to the design and implementation of a new accounts receivable system.

The 2024 charges primarily related to the redesign of our asset management, and customer and order management software systems.

During the three months ended March 31, 2025 and 2024, we paid $ 3 million and $ 6 million, respectively, related to these restructuring efforts.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

During the six months ended June 30, 2025 and 2024, we paid $ 7 million and $ 10 million, respectively, related to these restructuring efforts.

GOODWILL AND OTHER INTANGIBLE ASSETS, NET

1 unchanged sentence

Balance as of December 31, 2024

Acquisitions Divestitures Adjustments and Other Balance as of March 31, 2025

Acquisitions Divestitures Adjustments and Other Balance as of June 30, 2025

Group 1 $ 7,492 $ 36 $ — $ 5 $ 7,533

2 unchanged sentences

Total $ 15,982 $ 632 $ ( 2 ) $ 14 $ 16,626

Adjustments to acquisitions during the three months ended March 31, 2025 primarily related to changes in our valuation of property and equipment acquired as a result of obtaining new information regarding the acquisitions that closed in 2024.

Adjustments to acquisitions during the six months ended June 30, 2025 primarily related to changes in our valuation of property and equipment acquired as a result of obtaining new information regarding the acquisitions that closed in 2024.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Other Intangible Assets, Net

4 unchanged sentences

Acquisitions Adjustments

Balance as of March 31, 2025

Balance as of June 30, 2025

Balance as of December 31, 2024

Additions Charged to Expense Adjustments

Balance as of March 31, 2025

Other Intangible Assets, Net as of March 31, 2025

Balance as of June 30, 2025

Other Intangible Assets, Net as of June 30, 2025

Customer relationships

4 unchanged sentences

Prepaid Expenses and Other Current Assets

A summary of prepaid expenses and other current assets as of March 31, 2025 and December 31, 2024 follows:

Prepaid expenses $ 117 $ 127

Parts and supplies 102 98

A summary of prepaid expenses and other current assets as of June 30, 2025 and December 31, 2024 follows:

Other non-trade receivables $ 123 $ 96

Parts and supplies 104 98

Prepaid expenses 99 127

Prepaid fees for cloud-based hosting arrangements, current 31 27

1 unchanged sentence

Income taxes receivable 18 124

Other current assets 8 9

Total $ 414 $ 511

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

A summary of other assets as of March 31, 2025 and December 31, 2024 follows:

A summary of other assets as of June 30, 2025 and December 31, 2024 follows:

Investments $ 703 $ 637

Operating right-of-use lease assets 236 232

Deferred compensation plan 125 125

Prepaid fees and capitalized implementation costs for cloud-based hosting arrangements 145 123

Deferred compensation plan 128 125

Reinsurance receivable 89 86

3 unchanged sentences

Total $ 1,470 $ 1,383

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

OTHER LIABILITIES

Other Accrued Liabilities

A summary of other accrued liabilities as of March 31, 2025 and December 31, 2024 follows:

A summary of other accrued liabilities as of June 30, 2025 and December 31, 2024 follows:

Accrued payroll and benefits $ 298 $ 339

Insurance reserves, current 232 220

Accrued fees and taxes 291 206

Insurance reserves, current 241 220

Accrued dividends 182 181

6 unchanged sentences

Other Long-Term Liabilities

A summary of other long-term liabilities as of March 31, 2025 and December 31, 2024 follows:

A summary of other long-term liabilities as of June 30, 2025 and December 31, 2024 follows:

Operating right-of-use lease liabilities $ 194 $ 189

1 unchanged sentence

Ceded insurance reserves 89 86

Derivative and hedging liabilities 63 72

Contingent purchase price and acquisition holdbacks 60 60

Derivative and hedging liabilities 52 72

Withdrawal liability - multiemployer pension funds 19 19

3 unchanged sentences

LANDFILL AND ENVIRONMENTAL COSTS

As of March 31, 2025, we owned or operated 208 active landfills with total available disposal capacity estimated to be 5.0 billion in-place cubic yards.

As of June 30, 2025, we owned or operated 208 active landfills with total available disposal capacity estimated to be 5.1 billion in-place cubic yards.

Additionally, we had post-closure responsibility for 125 closed landfills.

Accrued Landfill and Environmental Costs

A summary of accrued landfill and environmental liabilities as of March 31, 2025 and December 31, 2024 follows:

A summary of accrued landfill and environmental liabilities as of June 30, 2025 and December 31, 2024 follows:

Landfill final capping, closure and post-closure liabilities $ 2,224 $ 2,144

4 unchanged sentences

Final Capping, Closure and Post-Closure Costs

The following table summarizes the activity in our asset retirement obligation liabilities, which includes liabilities for final capping, closure and post-closure, for the three months ended March 31, 2025 and 2024:

The following table summarizes the activity in our asset retirement obligation liabilities, which includes liabilities for final capping, closure and post-closure, for the six months ended June 30, 2025 and 2024:

Asset retirement obligation liabilities, beginning of year $ 2,144 $ 1,937

Non-cash additions 39 30

Acquisitions, net of divestitures and other adjustments 1 4

Asset retirement obligation adjustments 4 3

16 unchanged sentences

It is reasonably possible that we will need to adjust the liabilities recorded for remediation to reflect the effects of new or additional information, to the extent such information impacts the costs, timing or duration of the required actions.

If we used the reasonably possible high ends of our ranges, our aggregate potential remediation liability as of March 31, 2025 would be approximately $ 274 million higher than the amount recorded.

If we used the reasonably possible high ends of our ranges, our aggregate potential remediation liability as of June 30, 2025 would be approximately $ 274 million higher than the amount recorded.

Future changes in our estimates of the cost, timing or duration of the required actions could have a material adverse effect on our consolidated financial position, results of operations and cash flows.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The following table summarizes the activity in our environmental remediation liabilities for the three months ended March 31, 2025 and 2024:

The following table summarizes the activity in our environmental remediation liabilities for the six months ended June 30, 2025 and 2024:

Environmental remediation liabilities, beginning of year $ 447 $ 485

6 unchanged sentences

Bridgeton Landfill.

During the three months ended March 31, 2025, we paid $ 2 million related to management and monitoring of the remediation area for our closed Bridgeton Landfill in Missouri.

During the six months ended June 30, 2025, we paid $ 5 million related to management and monitoring of the remediation area for our closed Bridgeton Landfill in Missouri.

We continue to work with state and federal regulatory agencies on our remediation efforts.

From time to time, this may require us to modify our future operating timeline and procedures, which could result in changes to our expected liability.

As of March 31, 2025, the remediation liability recorded for this site was $ 60 million, of which approximately $ 10 million is expected to be paid during the remainder of 2025.

As of June 30, 2025, the remediation liability recorded for this site was $ 57 million, of which approximately $ 5 million is expected to be paid during the remainder of 2025.

West Lake Landfill Superfund Site .

9 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The carrying value of our credit facilities, finance leases and long-term debt as of March 31, 2025 and December 31, 2024 is listed in the following table, and is adjusted for unamortized discounts, deferred issuance costs and the unamortized portion of adjustments to fair value recorded in purchase accounting.

The carrying value of our credit facilities, finance leases and long-term debt as of June 30, 2025 and December 31, 2024 is listed in the following table, and is adjusted for unamortized discounts, deferred issuance costs and the unamortized portion of adjustments to fair value recorded in purchase accounting.

Original issue discounts and adjustments to fair value recorded in purchase accounting are amortized to interest expense over the term of the applicable instrument using the effective interest method.

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Maturity Interest Rate Principal Adjustments Carrying Value Principal Adjustments Carrying Value

3 unchanged sentences

The Credit Facility Variable 156 — 156 514 — 514

Term Loan Variable — — — — — —

Commercial Paper Variable 318 — 318 477 — 477

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The Uncommitted Credit Facility may be terminated by either party at any time.

As of March 31, 2025, we had $ 62 million of borrowings outstanding under our Uncommitted Credit Facility.

As of June 30, 2025, we had $ 32 million of borrowings outstanding under our Uncommitted Credit Facility.

As of December 31, 2024, we had no borrowings outstanding under our Uncommitted Credit Facility.

8 unchanged sentences

Borrowings under the Credit Facility in United States dollars bear interest at a Base Rate, a daily floating SOFR or a term SOFR, plus a current applicable margin of 0.805 % based on our Debt Ratings (all as defined in the Credit Facility agreement).

The Canadian dollar-denominated loans bear interest based on the Canadian Prime Rate or the Canadian Dollar Offered Rate, plus a current applicable margin of 0.920 % based on our Debt Ratings.

As of March 31, 2025 and December 31, 2024, C$ 216 million and C$ 232 million, respectively, were outstanding against the Canadian Sublimit.

Canadian dollar-denominated loans bear interest based on the Canadian Prime Rate or the Canadian Dollar Offered Rate, plus a current applicable margin of 0.805 % based on our Debt Ratings.

As of June 30, 2025 and December 31, 2024, C$ 213 million and C$ 232 million, respectively, were outstanding against the Canadian Sublimit.

The Credit Facility is subject to facility fees based on applicable rates defined in the Credit Facility agreement and the aggregate commitment, regardless of usage.

2 unchanged sentences

We may pay dividends and repurchase common stock if we are in compliance with these covenants.

We had $ 151 million and $ 514 million of borrowings outstanding under the Credit Facility as of March 31, 2025 and December 31, 2024, respectively.

We had $ 322 million and $ 317 million of letters of credit outstanding under the Credit Facility as of March 31, 2025 and December 31, 2024, respectively.

We also had $ 640 million and $ 477 million of principal borrowings outstanding (net of related discount on issuance) under the commercial paper program as of March 31, 2025 and December 31, 2024, respectively.

As a result, availability under our Credit Facility was $ 2.4 billion and $ 2.2 billion as of March 31, 2025 and December 31, 2024, respectively.

We had $ 156 million and $ 514 million of borrowings outstanding under the Credit Facility as of June 30, 2025 and December 31, 2024, respectively.

We had $ 322 million and $ 317 million of letters of credit outstanding under the Credit Facility as of June 30, 2025 and December 31, 2024, respectively.

We also had $ 318 million and $ 477 million of principal borrowings outstanding (net of related discount on issuance) under the commercial paper program as of June 30, 2025 and December 31, 2024, respectively.

As a result, availability under our Credit Facility was $ 2.7 billion and $ 2.2 billion as of June 30, 2025 and December 31, 2024, respectively.

Commercial Paper Program

1 unchanged sentence

In August 2022, the Commercial Paper Cap was increased to $ 1.0 billion, and in October 2023, was increased to $ 1.5 billion.

The weighted average interest rate for borrowings outstanding as of March 31, 2025 is 4.633 % with a weighted average maturity of approximately 12 days.

The weighted average interest rate for borrowings outstanding as of June 30, 2025 is 4.568 % with a weighted average maturity of approximately 4 days.

The weighted average interest rate for borrowings outstanding as of December 31, 2024 is 4.646 % with a weighted average maturity of approximately 18 days.

We had $ 640 million and $ 477 million principal value of commercial paper issued and outstanding under the program as of March 31, 2025 and December 31, 2024, respectively.

We had $ 318 million and $ 477 million principal value of commercial paper issued and outstanding under the program as of June 30, 2025 and December 31, 2024, respectively.

In the event of a failed re-borrowing, we currently have availability under our Credit Facility to fund amounts currently borrowed under the commercial paper program until they are re-borrowed successfully.

Accordingly, we have classified these borrowings as long-term in our consolidated balance sheet as of March 31, 2025 and December 31, 2024, respectively.

Accordingly, we have classified these borrowings as long-term in our consolidated balance sheet as of June 30, 2025 and December 31, 2024, respectively.

REPUBLIC SERVICES, INC.

3 unchanged sentences

We used the proceeds from the June 2024 notes issuance for general corporate purposes, including the repayment of a portion of amounts outstanding under the Commercial Paper Program and the Credit Facility;

and repayment of the remaining amount outstanding under the Term Loan Facility and the Uncommitted Credit Facility.

and repayment of the remaining amount outstanding under the Uncommitted Credit Facility and certain debt obligations.

In March 2025, we issued $ 500 million of 4.750 % senior notes due 2030 and $ 700 million of 5.150 % senior notes due 2035.

2 unchanged sentences

Tax-Exempt Financings

As of both March 31, 2025 and December 31, 2024, we had $ 1.4 billion of tax-exempt financings outstanding, with maturities ranging from 2026 to 2054 for both periods.

As of both June 30, 2025 and December 31, 2024, we had $ 1.4 billion of tax-exempt financings outstanding, with maturities ranging from 2026 to 2054 for both periods.

In June 2024, the Mission Economic Development Corporation issued, for our benefit, $ 50 million in principal amount of Solid Waste Disposal Revenue Bonds.

7 unchanged sentences

In the event of a failed remarketing, we currently have availability under our Credit Facility to fund the repurchase of these bonds until they are remarketed successfully.

Accordingly, we classified these borrowings as long-term in our consolidated balance sheets as of March 31, 2025 and December 31, 2024.

Accordingly, we classified these borrowings as long-term in our consolidated balance sheets as of June 30, 2025 and December 31, 2024.

Finance Leases and Other

As of March 31, 2025 and December 31, 2024, we had finance lease and other liabilities of $ 333 million and $ 315 million, respectively, with maturities ranging from 2025 to 2063 for both periods.

As of March 31, 2025, finance leases and other included $ 76 million related to the construction of an office building located in Phoenix, Arizona, which has been accounted for as a financing obligation.

As of June 30, 2025 and December 31, 2024, we had finance leases and other liabilities of $ 363 million and $ 315 million, respectively, with maturities ranging from 2025 to 2063 for both periods.

As of June 30, 2025, finance leases and other included $ 105 million related to the construction of an office building located in Phoenix, Arizona, which has been accounted for as a financing obligation.

The amount is recorded within long-term debt, net of current maturities.

Our effective tax rate, exclusive of non-controlling interests, for the three months ended March 31, 2025 and 2024 was 25.6 % and 24.2 %, respectively.

For the three months ended March 31, 2025 and 2024, net cash paid for income taxes was $ 2 million and $ 8 million, respectively.

Our effective tax rate, exclusive of non-controlling interests, for the three and six months ended June 30, 2025 was 23.6 % and 24.6 %, respectively.

Our effective tax rate, exclusive of non-controlling interests, for the three and six months ended June 30, 2024, was 21.7 % and 22.9 %, respectively.

For the six months ended June 30, 2025 and 2024, net cash paid for income taxes was $ 150 million and $ 109 million, respectively.

On July 4, 2025, the One Big Beautiful Bill Act (the "Act”) was signed into law.

The Act, among other things, implements changes to the tax treatment relating to bonus depreciation, research and experimental expenditures and interest expense, and includes phase-outs and restrictions on several clean energy tax incentives.

We are evaluating the Act, and the total financial impact to the Company is unknown at this time.

We have deferred tax assets related to state net operating loss carryforwards.

1 unchanged sentence

When determining the need for a valuation allowance, we consider all positive and negative evidence, including recent financial results, scheduled reversals of deferred tax liabilities, projected future taxable income and tax planning strategies.

The realization of our deferred tax asset for state loss carryforwards ultimately depends upon the existence of sufficient taxable income in the appropriate state taxing jurisdictions in future periods.

The weight given to the positive and negative evidence is commensurate with the extent such evidence can be objectively verified.

We continue to regularly monitor both positive and negative evidence in determining the ongoing need for a valuation allowance.

As of March 31, 2025, the valuation allowance associated with our state loss carryforwards was $ 45 million.

The realization of our deferred tax asset for state loss carryforwards ultimately depends upon the existence of sufficient taxable

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

income in the appropriate state taxing jurisdictions in future periods.

The weight given to the positive and negative evidence is commensurate with the extent such evidence can be objectively verified.

We continue to regularly monitor both positive and negative evidence in determining the ongoing need for a valuation allowance.

As of June 30, 2025, the valuation allowance associated with our state loss carryforwards was $ 39 million.

We are subject to income tax in the United States and Canada, as well as multiple state jurisdictions.

7 unchanged sentences

However, a significant assessment against us in excess of the liabilities recorded could have a material adverse effect on our consolidated financial position, results of operations and cash flows.

As of March 31, 2025, we are unable to estimate the resolution of our gross unrecognized benefits over the next 12 months.

As of June 30, 2025, we are unable to estimate the resolution of our gross unrecognized benefits over the next 12 months.

We recognize interest and penalties as incurred within the provision for income taxes in the consolidated statement of income.

As of March 31, 2025, we accrued a liability for penalties of $ 1 million and a liability for interest (including interest on penalties) of $ 5 million related to our uncertain tax positions.

As of June 30, 2025, we accrued a liability for penalties of $ 1 million and a liability for interest (including interest on penalties) of $ 6 million related to our uncertain tax positions.

STOCK REPURCHASES, DIVIDENDS AND EARNINGS PER SHARE

8 unchanged sentences

The share repurchase program may be extended, suspended or discontinued at any time.

Stock repurchase activity during the three months ended March 31, 2025 and 2024 follows (in millions, except per share amounts):

Three Months Ended March 31,

Stock repurchase activity during the three and six months ended June 30, 2025 and 2024 follows (in millions, except per share amounts):

Three Months Ended June 30,

Six Months Ended June 30,

2025 2024 2025 2024

Number of shares repurchased — 0.9 0.3 0.9

$ — $ 168 $ 55 $ 168

Weighted average cost per share $ — $ 186.24 $ 201.40 $ 186.24

The average price paid per share, total repurchase costs and approximate maximum dollar value of the shares that may yet be purchased under the plans or programs exclude a 1% excise tax.

As of March 31, 2025 and 2024, there were no repurchased shares pending settlement.

As of March 31, 2025, the remaining authorized purchase capacity under our October 2023 repurchase program was $ 2.5 billion.

In February 2025, our Board of Directors approved a quarterly dividend of $ 0.580 per share.

Cash dividends declared were $ 181 million for the three months ended March 31, 2025.

As of March 31, 2025, we recorded a quarterly dividend payable of $ 181 million to shareholders of record at the close of business on April 2, 2025.

As of June 30, 2025 and 2024, there were no repurchased shares pending settlement.

As of June 30, 2025, the remaining authorized purchase capacity under our October 2023 repurchase program was $ 2.5 billion.

In April 2025, our Board of Directors approved a quarterly dividend of $ 0.580 per share.

Cash dividends declared were $ 363 million for the six months ended June 30, 2025.

As of June 30, 2025, we recorded a quarterly dividend payable of $ 182 million to shareholders of record at the close of business on July 2, 2025.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Earnings per Share

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by the weighted average number of common shares (including vested but unissued restricted stock units and performance stock units) outstanding during the period.

Diluted earnings per share is based on the combined weighted average number of common shares and common share equivalents outstanding, which include, where appropriate, the unvested restricted stock units (RSUs) and the unvested

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

performance stock units (PSUs) at the expected attainment levels.

We use the treasury stock method in computing diluted earnings per share.

Earnings per share for the three months ended March 31, 2025 and 2024 are calculated as follows (in thousands, except per share amounts):

Three Months Ended March 31,

Earnings per share for the three and six months ended June 30, 2025 and 2024 are calculated as follows (in thousands, except per share amounts):

Three Months Ended June 30,

Six Months Ended June 30,

2025 2024 2025 2024

Basic earnings per share:

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Unvested PSU awards

188 211 195 316

Weighted average common and common equivalent shares outstanding

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Diluted earnings per share $ 1.75 $ 1.62 $ 3.33 $ 3.06

During the three months ended March 31, 2025 and 2024, there were no antidilutive securities outstanding.

During the three and six months ended June 30, 2025 and 2024, there were no antidilutive securities outstanding.

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT

A summary of changes in accumulated other comprehensive loss, net of tax, by component, for the three months ended March 31, 2025 follows:

Cash Flow Hedges Foreign Currency Translation Total

A summary of changes in accumulated other comprehensive loss, net of tax, by component, for the six months ended June 30, 2025 follows:

Cash Flow Hedges Defined Benefit Pension Items Foreign Currency Translation Total

Balance as of December 31, 2024

$ ( 13 ) $ — $ ( 13 ) $ ( 26 )

Other comprehensive loss before reclassifications — ( 5 ) ( 5 )

Other comprehensive income (loss) before reclassifications — 2 ( 2 ) —

Amounts reclassified from accumulated other comprehensive loss — ( 2 ) — ( 2 )

Net current period other comprehensive loss — — ( 2 ) ( 2 )

Balance as of March 31, 2025

Balance as of June 30, 2025

$ ( 13 ) $ — $ ( 15 ) $ ( 28 )

A summary of reclassifications out of accumulated other comprehensive loss for the three months ended March 31, 2025 and 2024 follows:

Three Months Ended March 31,

Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement where Net Income is Presented

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

A summary of reclassifications out of accumulated other comprehensive loss for the three and six months ended June 30, 2025 and 2024 follows:

Three Months Ended June 30,

Six Months Ended June 30,

2025 2024 2025 2024

Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Loss Amount Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Statement where Net Income is Presented

Gain (loss) on cash flow hedges:

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Tax provision — ( 2 ) — ( 3 )

Net of tax — 7 — 9

Pension gains:

Pension settlement 2 — 2 — Other income, net

Tax provision — — — —

Net of tax 2 — 2 —

Total income reclassified into earnings, net of tax $ 2 $ 7 $ 2 $ 9

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

FINANCIAL INSTRUMENTS

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The carrying value for certain of our financial instruments, including cash, accounts receivable, current investments, accounts payable and certain other accrued liabilities, approximates fair value because of their short-term nature.

As of March 31, 2025 and December 31, 2024, our assets and liabilities that are measured at fair value on a recurring basis include the following:

March 31, 2025

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

As of June 30, 2025 and December 31, 2024, our assets and liabilities that are measured at fair value on a recurring basis include the following:

June 30, 2025

Carrying Amount Total Quoted

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Total liabilities $ 137 $ 137 $ — $ 72 $ 65

As of March 31, 2025 and December 31, 2024, the carrying value of our total debt was $ 13.3 billion and $ 12.7 billion, respectively, and the fair value of our total debt was $ 12.9 billion and $ 12.2 billion, respectively.

The estimated fair value of

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

our fixed rate senior notes, debentures and certain tax-exempt financings is based on quoted market prices.

As of June 30, 2025 and December 31, 2024, the carrying value of our total debt was $ 13.0 billion and $ 12.7 billion, respectively, and the fair value of our total debt was $ 12.7 billion and $ 12.2 billion, respectively.

The estimated fair value of our fixed rate senior notes, debentures and certain tax-exempt financings is based on quoted market prices.

The fair value of our remaining notes payable, tax-exempt financings and borrowings under our credit facilities approximates the carrying value because the interest rates are variable.

The fair value estimates were based on Level 2 inputs of the fair value hierarchy as of March 31, 2025 and December 31, 2024.

The fair value estimates were based on Level 2 inputs of the fair value hierarchy as of June 30, 2025 and December 31, 2024.

See Note 7, Debt , for further information related to our debt.

Contingent Consideration

In 2015, we entered into a waste management contract with the County of Sonoma, California to operate the county's waste management facilities.

As of March 31, 2025, the Sonoma contingent consideration represents the fair value of $ 57 million payable to the County of Sonoma based on the achievement of future annual tonnage targets through the expected remaining capacity of the landfill.

The potential undiscounted amount of all future contingent payments that we could be required to make under the waste management contract is estimated to be between approximately $ 77 million and $ 105 million.

During the three months ended March 31, 2025, the activity in the contingent consideration liability included accretion, which was offset by concession payments made in the ordinary course of business.

There were no changes to the estimate of fair value.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

SEGMENT REPORTING

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Group 2 is our recycling and waste business operating primarily in geographic areas located in the southeastern and mid-western United States, the eastern seaboard of the United States, and Canada.

Group 3 is our environmental solutions business operating primarily in geographic areas located across the United States and Canada.

Group 3 is our environmental solutions business operating in geographic areas located across the United States and Canada.

These groups are presented below as our reportable segments, which each provide integrated environmental services, including but not limited to collection, transfer, recycling, and disposal.

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Cost of operations and selling, general and administrative are significant segment expenses used in the evaluation.

Summarized financial information concerning our reportable segments for the three months ended June 30, 2025 and 2024 follows:

Group 1 Group 2 Recycling & Waste Subtotal (1)

(Environmental Solutions) Corporate entities and other Total

Three Months Ended June 30, 2025

Gross Revenue $ 2,182 $ 2,141 $ 4,323 $ 466 $ 93 $ 4,882

Intercompany Revenue ( 329 ) ( 285 ) ( 614 ) ( 12 ) ( 21 ) ( 647 )

Revenue allocations 33 31 64 8 ( 72 ) —

Net Revenue 1,886 1,887 3,773 462 — 4,235

Cost of Operations 1,081 1,083 2,164 285 — 2,449

SG&A 183 174 357 68 — 425

Adjusted EBITDA $ 622 $ 630 $ 1,252 $ 109 $ — $ 1,361

Capital Expenditures $ 217 $ 158 $ 375 $ 37 $ ( 5 ) $ 407

Total Assets $ 14,108 $ 11,433 $ 25,541 $ 5,128 $ 2,728 $ 33,397

Three Months Ended June 30, 2024

Gross Revenue $ 2,041 $ 2,053 $ 4,094 $ 480 $ 89 $ 4,663

Intercompany Revenue ( 308 ) ( 276 ) ( 584 ) ( 13 ) ( 18 ) ( 615 )

Revenue allocations 33 32 65 6 ( 71 ) —

Net Revenue 1,766 1,809 3,575 473 — 4,048

Cost of Operations 1,021 1,068 2,089 294 — 2,383

SG&A 174 166 340 67 — 407

Adjusted EBITDA $ 571 $ 575 $ 1,146 $ 112 $ — $ 1,258

Capital Expenditures $ 132 $ 128 $ 260 $ 26 $ 117 $ 403

Total Assets $ 13,390 $ 11,224 $ 24,614 $ 4,462 $ 2,858 $ 31,934

(1) The Recycling & Waste Subtotal represents the combined results of our Group 1 and Group 2 reportable segments.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Summarized financial information concerning our reportable segments for the three months ended March 31, 2025 and 2024 follows:

Summarized financial information concerning our reportable segments for the six months ended June 30, 2025 and 2024 follows:

Group 1 Group 2 Recycling & Waste Subtotal (1)

(Environmental Solutions) Corporate entities and other Total

Three Months Ended March 31, 2025

Six Months Ended June 30, 2025

Gross Revenue $ 4,247 $ 4,120 $ 8,367 $ 920 $ 186 $ 9,473

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Total Assets $ 14,108 $ 11,433 $ 25,541 $ 5,128 $ 2,728 $ 33,397

Three Months Ended March 31, 2024

Six Months Ended June 30, 2024

Gross Revenue $ 4,012 $ 4,012 $ 8,024 $ 908 $ 171 $ 9,103

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Revenue and overhead costs of Corporate entities and other are either specifically assigned or allocated on a rational and consistent basis among our reportable segments to calculate Adjusted EBITDA.

As presented in the table below, Adjusted EBITDA reflects certain adjustments for losses from unconsolidated equity method investments, restructuring expenses, and a gain on business divestitures and impairments, net.

As presented in the table below, Adjusted EBITDA reflects certain adjustments for losses from unconsolidated equity method investments, restructuring expenses, and loss (gain) on business divestitures and impairments, net.

This presentation is consistent with how our CODM reviews our results of operations to make resource allocation decisions.

Intercompany revenue reflects transactions within and between segments that generally are made on a basis intended to reflect the market value of such services.

Capital expenditures for Corporate entities and other primarily include vehicle inventory acquired but not yet assigned to operating locations and facilities.

Capital expenditures for Corporate entities and other for the three and six months ended June 30, 2025 largely included investments in our third polymer center as well as investments in our digital platforms.

Capital expenditures for Corporate entities and other for the three and six months ended June 30, 2024 primarily included vehicle inventory acquired but not yet assigned to operating locations and facilities.

A reconciliation of the Company's single measure of segment profitability (segment Adjusted EBITDA) to Income before income tax provision in the Consolidated Statements of Net Income is as follows:

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Group 1 Adjusted EBITDA $ 622 $ 571 $ 1,221 $ 1,115

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Interest expense 145 128 285 268

Depreciation, amortization and depletion 434 399

Depreciation, depletion and amortization 463 413 897 812

Accretion 28 27 57 53

1 unchanged sentence

Restructuring charges 6 6 9 12

Gain on business divestitures and impairments, net ( 2 ) —

Loss (gain) on business divestitures and impairments, net 3 ( 2 ) 1 ( 2 )

Income before income taxes $ 720 $ 654 $ 1,385 $ 1,253

1 unchanged sentence

Our operations primarily consist of providing environmental services.

The following table disaggregates our revenue by service line for the three months ended March 31, 2025 and 2024 (in millions of dollars and as a percentage of revenue):

Three Months Ended March 31,

The following table disaggregates our revenue by service line for the three and six months ended June 30, 2025 and 2024 (in millions of dollars and as a percentage of revenue):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

$ 752 17.8 % $ 733 18.1 % $ 1,496 18.1 % $ 1,457 18.4 %

Small-container

45 unchanged sentences

Depending on the nature of the contract, we may also generate revenue through the collection of fuel recovery fees and environmental fees which are designed to recover our internal costs of providing services to our customers.

Substantially all of the deferred revenue recognized as of December 31, 2024 was recognized as revenue during the three months ended March 31, 2025 when the service was performed.

Substantially all of the deferred revenue recognized as of December 31, 2024 was recognized as revenue during the six months ended June 30, 2025 when the service was performed.

Deferred Contract Costs

1 unchanged sentence

In addition, we recognize sales commissions that represent an incremental cost of the contract as other assets in our consolidated balance sheets, and we amortize the asset over the average life of the customer relationship.

For the periods ended March 31, 2025 and December 31, 2024, we recognized $ 82 million of deferred contract costs and capitalized sales commissions.

During both the three months ended March 31, 2025 and 2024, we amortized $ 1 million of other deferred contract costs as a reduction of revenue and we amortized $ 4 million of capitalized sales commissions to selling, general and administrative expenses.

For the periods ended June 30, 2025 and December 31, 2024, we recognized $ 81 million and $ 82 million, respectively, of deferred contract costs and capitalized sales commissions.

Credit Losses

9 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The following table reflects the activity in our allowance for doubtful accounts for the three months ended March 31, 2025 and 2024:

The following table reflects the activity in our allowance for doubtful accounts for the six months ended June 30, 2025 and 2024:

Balance at beginning of year $ 74 $ 83

12 unchanged sentences

We accrue for legal proceedings when losses become probable and reasonably estimable.

We have recorded an aggregate accrual of approximately $ 13 million relating to our outstanding legal proceedings as of March 31, 2025.

We have recorded an aggregate accrual of approximately $ 16 million relating to our outstanding legal proceedings as of June 30, 2025.

As of the end of each applicable reporting period, we review each of our legal proceedings and, where it is probable that a liability has been incurred, we accrue for all probable and reasonably estimable losses.

1 unchanged sentence

If we can reasonably estimate a range but no amount within the range appears to be a better estimate than any other, we use the amount that is the low end of such range.

If we had used the high ends of such ranges, our aggregate potential liability would be approximately $ 6 million higher than the amount recorded as of March 31, 2025.

If we had used the high ends of such ranges, our aggregate potential liability would be approximately $ 7 million higher than the amount recorded as of June 30, 2025.

Multiemployer Pension Plans

9 unchanged sentences

Beginning-of-period and end-of-period cash, cash equivalents, restricted cash and restricted cash equivalents as presented in the statement of cash flows is reconciled as follows:

March 31, 2025 December 31, 2024 March 31, 2024 December 31, 2023

June 30, 2025 December 31, 2024 June 30, 2024 December 31, 2023

Cash and cash equivalents $ 122 $ 74 $ 491 $ 140

4 unchanged sentences

The following table summarizes our restricted cash and marketable securities:

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Capping, closure and post-closure obligations $ 63 $ 59

5 unchanged sentences

We have not guaranteed any third-party debt.

Table of C ontents

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