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Item 7. Management’s Discussion and Analysis

2026-02-18 compared with 2025-02-14 · 180 added, 163 removed, 641 unchanged (35% of the section changed)

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We expect revenue to be in the range of $17.050 billion to $17.150 billion.

We expect growth from average yield on total revenue to be approximately 4% and related revenue to be approximately 5%.

We expect the impact from volume on total revenue to be in a range of (0.25%) to 0.25%.

We expect growth from average yield on total revenue to be in a range of 3.2% to 3.7% and related revenue to be in a range of 4.0% to 4.5%.

We expect the impact from volume on total revenue to be approximately (1.0)%.

Adjusted Diluted Earnings per Share

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Restructuring charges 0.06 0.05

Gain on business divestitures and impairments, net — (0.07)

Adjustment to withdrawal liability for multiemployer pension funds — (0.02)

Loss on extinguishment of debt and other related costs — (0.01)

Labor disruption — 0.12

Adjusted diluted earnings per share $7.20 - $7.28 $ 7.02

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Republic is one of the largest providers of environmental services in the United States, as measured by revenue.

As of December 31, 2024, we operated across the United States and Canada through 367 collection operations, 248 transfer stations, 75 recycling centers, 208 active landfills, 2 treatment, recovery and disposal facilities, 23 treatment, storage and disposal facilities (TSDF), 5 salt water disposal wells, 14 deep injection wells and 1 polymer center.

As of December 31, 2025, we operated across the United States and Canada through 377 collection operations, 255 transfer stations, 79 recycling centers, 207 active landfills, 2 treatment, recovery and disposal facilities, 24 treatment, storage and disposal facilities (TSDF), 5 salt water disposal wells, 15 deep injection wells, 9 industrial wastewater treatment facilities, and 2 polymer centers.

We are engaged in 84 landfill gas-to-energy and other renewable energy projects and had post-closure responsibility for 124 closed landfills.

Revenue for the year ended December 31, 2024 increased by 7.1% to $16,032 million compared to $14,965 million in 2023.

This change in revenue is due to increased average yield of 5.1%, acquisitions, net of divestitures of 2.6%, recycling processing

and commodity sales of 0.5%, change in workdays of 0.3% and environmental solutions revenue of 0.1%, partially offset by decreased volume of 1.1% and fuel recovery fees of 0.4%.

Revenue for the year ended December 31, 2025 increased by 3.5% to $16.6 billion compared to $16.0 billion in 2024.

This change in revenue is due to increased average yield of 4.1% and acquisitions, net of divestitures of 1.3%, partially offset by decreases in environmental solutions revenue of 1.0%, volume of 0.6%, fuel recovery fees of 0.1% as well as the effect of a decrease in workdays of 0.1%.

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The following table summarizes our revenue, costs and expenses for the years ended December 31, 2025 and 2024 (in millions of dollars and as a percentage of revenue):

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Selling, general and administrative 1,710 10.3 1,674 10.4

Adjustment to withdrawal liability for multiemployer pension funds — — 5 —

Gain on business divestitures and impairments, net (1) — (4) —

Restructuring charges 20 0.1 29 0.2

Gain on business divestitures and impairments, net — — (1) —

Adjustment to withdrawal liability for multiemployer pension funds 1 — — —

Operating income $ 3,302 19.9 % $ 3,196 19.9 %

Our pre-tax income was $2,432 million for the year ended December 31, 2024, compared to $2,191 million in 2023.

Our pre-tax income was $2.6 billion for the year ended December 31, 2025, compared to $2.4 billion in 2024.

Our net income attributable to Republic Services, Inc.

was $2,043 million, or $6.49 per diluted share, for 2024, compared to $1,731 million, or $5.47 per diluted share, for 2023.

was $2.1 billion, or $6.85 per diluted share, for 2025, compared to $2.0 billion, or $6.49 per diluted share, for 2024.

During 2025 and 2024, we recorded a number of charges, other expenses and benefits that impacted our pre-tax income, tax impact, net income attributable to Republic Services, Inc.

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Gain on extinguishment of debt and other related costs, net — — — — (6) (2) (4) (0.01)

Labor disruption 56 18 38 0.12 — — — —

Gain on certain divestitures and impairments, net — — — — (30) (8) (22) (0.07)

Settlements and withdrawals on pension plans (2)

US Ecology, Inc.

acquisition integration and deal costs — — — — 34 9 25 0.08

1 — 1 — (8) (2) (6) (0.02)

Total adjustments 77 24 53 0.17 (15) (4) (11) (0.03)

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(1) The income tax effect related to our adjustments includes both current and deferred income tax impact and is individually calculated based on the statutory rates applicable to each adjustment.

(2) The aggregate impact to adjusted diluted earnings per share totals to less than $0.01 for the year ended December 31, 2025.

We believe that presenting adjusted pre-tax income, adjusted tax impact, adjusted net income – Republic, and adjusted diluted earnings per share, which are not measures determined in accordance with U.S.

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We have incurred comparable charges and costs in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods.

Our definitions of adjusted pre-tax income, adjusted tax impact,

adjusted net income – Republic, and adjusted diluted earnings per share may not be comparable to similarly titled measures p resented by other companies.

Our definitions of adjusted pre-tax income, adjusted tax impact, adjusted net income – Republic, and adjusted diluted earnings per share may not be comparable to similarly titled measures p resented by other companies.

Further information on each of these adjustments is included below.

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Restructuring charges.

In 2025 and 2024, we incurred restructuring charges of $20 million and $29 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.

Of the 2023 charges, $9 million related to the early termination of certain leases and $24 million related to the redesign of our asset management, and customer and order management software systems.

We paid $12 million and $25 million during 2025 and 2024, respectively, related to these restructuring efforts.

In 2025, we expect to incur restructuring charges of approximately $15 million, primarily r elated to the design and implementation of a new accounts receivable system.

Substantially all of these restructuring charges will be recorded in our corporate entities and other segment.

In 2026, we expect to incur restructuring charges of approximately $25 million , primarily related to the continuation of the design and implementation of our new accounts receivable system as well as the conversion of the general ledger, budgeting and procurement enterprise resource planning (ERP) systems for our environmental solutions segment.

Gain on extinguishment of debt and other related costs, net .

During 2024 , we recognized a loss of $2 million due to the amendment and restatement of the Credit Facility.

Additionally, we recorded a net gain of $8 million attributable to the early settlement of certain cash flow hedges related to the Term Loan Facility.

During 2024 we recognized a loss of $2 million due to the amendment and restatement of the Credit Facility, and a net gain of $8 million attributable to the early settlement of certain cash flow hedges related to the Term Loan Facility.

The gain was recognized as a reduction of interest expense.

During 2023 ,we incurred a loss on the early extinguishment of debt related to the early repayment of a portion of our Term Loan Facility.

We incurred non-cash charges related to the proportional share of unamortized deferred issuance costs of less than $1 million.

Labor disruption.

During 2025, we experienced labor disruptions in certain isolated markets.

The impact of these labor disruptions was $56 million, including $16 million of customer credits and $40 million of cost of operations.

Gain on certain divestitures and impairments, net.

During 2024, we recorded a net gain on certain divestitures and impairments of $30 million, of which $29 million was due to a gain on the sale of a transfer station facility and $1 million related to a gain on business divestitures and impairments.

During 2023, we recorded a net gain of $4 million related to business divestitures and impairments.

Settlements and withdrawals on pension plans.

During 2025, we recorded a charge to earnings of $1 million for a withdrawal event at a multiemployer pension fund to which we contribute.

During 2024 , we recognized a settlement of our defined benefit pension plan.

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As a result of the settlements, we recognized a non-cash gain of $8 million related to the accelerated recognition of the proportional share of unamortized net actuarial gains in accumulated other comprehensive loss.

During 2023, we recorded a charge to earnings of $5 million for a withdrawal event at multiemployer pension funds to which we contribute.

US Ecology, Inc.

acquisition integration and deal costs.

In 2023, we incurred acquisition integration and deal costs of $34 million in connection with the acquisition of US Ecology, which included certain costs to integrate the business.

The acquisition closed on May 2, 2022, and our integration of the business was substantially complete as of December 31, 2023.

As we obtain updated information regarding multiemployer pension funds, the factors used in deriving our estimated withdrawal liabilities will be subject to change, which may adversely impact our reserves for withdrawal costs.

Results of Operations

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Certain of our municipal contracts have annual price escalation clauses that are tied to changes in an underlying base index such as a consumer price index.

We generally provide small-container and large-container collection services to customers under contracts with terms up to three years.

We generally provide small-container and large-container collection services to customers under contracts with initial terms up to three years.

Our transfer stations and landfills generate revenue from disposal or tipping fees charged to third parties.

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Consequently, substantially all of this revenue is offset with related subcontract costs, which are recorded in cost of operations.

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The following table reflects our revenue by service line for the years ended December 31, 2025 and 2024 (in millions of dollars and as a percentage of revenue):

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Total 3.5 % 7.1 %

(1) Other represents customer credits recognized in connection with recent labor disruptions.

Average yield is defined as revenue growth from the change in average price per unit of service, expressed as a percentage.

Core price is defined as price increases to our customers and fees, excluding fuel recovery, net of price decreases to retain customers.

We also measure changes in average yield and core price as a percentage of related-business revenue, defined as total revenue excluding recycled commodities, fuel recovery fees and environmental solutions revenue to determine the effectiveness of our pricing strategies.

We also measure changes in average yield, core price and volume as a percentage of related-business revenue, defined as total revenue excluding recycled commodities, fuel recovery fees and environmental solutions revenue to determine the effectiveness of our pricing strategies.

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The following table reflects average yield, core price and volume as a percentage of related-business revenue for the years ended December 31, 2025 and 2024:

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• The fuel recovery fee program, which mitigates our exposure to increases in fuel prices, decreased revenue by 0.1%, primarily due to a decrease in fuel prices compared to 2024.

• Volume decreased revenue by 1.1% during 2024 as compared to 2023 primarily driven by a decrease in volume in our large container collection line of business, primarily driven by a slowing in construction-related activity.

Additionally, we experienced declines in our residential, small-container and transfer lines of business primarily attributable to certain municipal contract losses and broker-related business.

• Revenue increased by 0.3% due to the impact of the number of workdays during 2024 as compared to 2023, which drove an increase in volume across all lines of business.

• Recycling processing and commodity sales increased revenue by 0.5% primarily due to an increase in overall commodity prices as compared to 2023.

• Volume decreased revenue by 0.6% during 2025 as compared to 2024 due to a decrease in volume in our collection lines of business as well as a decrease in solid waste volumes in our landfill line of business.

The decline in revenue in our large-container collection line of business was primarily driven by slowing in construction-related activity as well as adverse weather in January and February of 2025.

The decline in our residential and small-container collection lines of business is primarily attributable to certain municipal contract losses and broker-related business.

The decrease in overall volume as compared to 2024 was partially offset by an increase in construction and demolition and special waste volumes at our landfills.

The increase was primarily related to Hurricane Helene recovery efforts and the Los Angeles area wildfire remediation.

These events increased revenue during 2025 by approximately $100 million.

• Revenue decreased by 0.1% due to the impact of the number of workdays during 2025 as compared to 2024.

• There was no net change to revenue as a result of recycling processing and commodity sales during 2025.

In 2025, volume increased at the Las Vegas Polymer Center.

Volume also increased due to the opening of the Indianapolis Polymer Center and reopening of a recycling center on the west coast.

This increase was offset by a decrease in overall commodity prices compared to the same period in 2024.

The average price for recycled commodities, excluding glass and organics, for 2025 was $135 per ton compared to $164 per ton for 2024.

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At current volumes and mix of materials, we believe a $10 per ton change in the price of recycled commodities will change both annual revenue and operating income by approximately $13 million.

• During 2024, environmental solutions revenue increased by 0.1% primarily due to an increase in event-based volumes and price increases relative to the same period in 2023.

• During 2025, environmental solutions revenue decreased by 1.0% primarily due to a decline in manufacturing and emergency response activity as well as a decrease in event-based volumes into our landfills.

In 2024, environmental solutions revenue included approximately $50 million from a non-recurring emergency response project.

• Acquisitions, net of divestitures, increased revenue by 1.3%, reflecting the results of our continued growth strategy of acquiring environmental services companies that complement and expand our existing business platform.

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and other, which includes expenses such as facility operating costs, equipment rent and gains or losses on the sale of assets used in our operations.

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The following table summarizes the major components of our cost of operations for the years ended December 31, 2025 and 2024 (in millions of dollars and as a percentage of revenue):

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Gain on certain divestitures and impairments, net — — (29) (0.2)

Labor disruption 40 0.2 — —

Total cost of operations $ 9,630 58.0 % $ 9,350 58.3 %

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As such, you should take care when comparing our cost of operations by component to that of other companies and of ours for prior periods.

Our cost of operations increased in aggregate dollars for the year ended December 31, 2024 compared to the same period in 2023 as a result of the following:

• Labor and related benefits increased in aggregate dollars due to higher hourly and salaried wages as a result of annual merit increases.

Acquisition-related growth also contributed to the increase in labor and related benefits.

• Transfer and disposal costs increased in aggregate dollars primarily due to acquisition-related growth and higher disposal rates.

During 2024 approximately 67% of the total solid waste volume we collected was disposed at landfill sites that we own or operate (internalization), as compared to 68% in 2023.

• Maintenance and repairs expense increa se d in aggregate dollars due to higher hourly wages as a result of annual merit increases, parts inflation and an increase in third-party maintenance .

Acquisition-related growth also contributed to the increase in maintenance and repairs expense.

• Transportation and subcontract costs increased in aggregate dollars due to an increase in transportation rates .

Acquisition-related growth also contributed to the increase in transportation and subcontract costs.

Our cost of operations increased in aggregate dollars for the year ended December 31, 2025 compared to 2024 as a result of the following:

• Labor and related benefits increased in aggregate dollars primarily due to higher hourly and salaried wages as a result of annual merit increases as well as acquisition related growth.

• Transfer and disposal costs decreased primarily due to a decrease in collection volumes.

During both 2024 and 2025, approximately 67% of the total solid waste volume we collected was disposed at landfill sites that we own or operate (internalization).

• Maintenance and repairs expense increa se d in aggregate dollars due to higher hourly wages as a result of annual merit increases, parts inflation, an increase in third-party maintenance and acquisition related growth .

• Transportation and subcontract costs decreased primarily due to a decrease in volume in our environmental solutions business.

• Our fuel costs decreased due to a decrease in the average diesel fuel cost per gallon.

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At current participation rates, we believe a twenty-cent per gallon change in the price of diesel fuel would change our fuel recovery fee by approximately $42 million per year.

• Disposal fees and taxes increased in aggregate dollars in 2024 primarily due to increased royalties and host fees from an increase in volume at certain landfills as compared to 2023.

• Landfill operating costs increased during 2024 primarily due to increased leachate transportation and maintenance on our gas extraction systems due in part to increased rainfall in select geographic regions, as well as an increase in remediation adjustments recorded during 2024.

• Risk management expenses increased in aggregate dollars primarily due to higher premium costs as well as unfavorable claims development in our auto liability program, partially offset by favorable claims development in our general and worker's compensation liability programs.

• Other costs of operations increased in aggregate dollars during 2024 due to increased occupancy and facility related expenses as well as acquisition-related activity.

These increases were partially offset by a favorable non-recurring insurance recovery related to a prior year claim.

• Landfill operating costs increased in aggregate dollars primarily due to an increase in monitoring and maintenance costs on our gas and leachate extraction systems.

These increases were partially offset by a decrease in unfavorable remediation adjustments as compared to 2024.

• Risk management expenses increased primarily due to higher premium costs.

• Other costs of operations increased during 2025 due to increased occupancy and facility related expenses, acquisition-related activity and a favorable non-recurring insurance recovery recognized in 2024.

• During 2025, we experienced labor disruptions in certain isolated markets.

We incurred $40 million of cost of operations primarily as a result of an increase in labor and other cost of operations.

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Depreciation, Amortization and Depletion of Property and Equipment

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Depreciation, amortization and depletion expense $ 1,615 9.7 % $ 1,517 9.5 %

Depreciation and amortization of property and equipment increased primarily due to assets added through acquisitions.

Landfill depletion and amortization expense increased in aggregate dollars due to an increase in our overall average depletion rate.

Depreciation and amortization of property and equipment increased largely due to an increased investment in trucks and the supporting infrastructure as well as assets added through acquisitions.

Landfill depletion and amortization expense increased in aggregate dollars due to increased construction and demolition volumes related to Hurricane Helene recovery efforts and increased special waste volumes attributable to the Los Angeles area wildfire remediation.

Landfill depletion and amortization also increased due to an increase in our overall average depletion rate.

Amortization of Other Intangible Assets

Amortization of other intangible assets primarily relates to customer relationships and, to a lesser extent, non-compete agreements.

Amortization of other intangible assets primarily relates to customer relationships.

Expenses for amortization of other intangible assets were $89 million, or 0.6% of revenue, for the year ended December 31, 2025, compared to $79 million, or 0.5% of revenue, for 2024.

Amortization expense increased due to additional assets acquired as a result of our business acquisitions.

Amortization expense increased in aggregate dollars due to additional assets acquired through our acquisition activity.

Amortization of Other Assets

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Other 543 3.3 518 3.2

Subtotal 1,674 10.4 1,575 10.5

US Ecology, Inc.

acquisition integration and deal costs — — 34 0.2

Total selling, general and administrative expenses $ 1,710 10.3 % $ 1,674 10.4 %

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The most significant items affecting our selling, general and administrative expenses during 2025 as compared to 2024 are summarized below:

• Salaries and related benefits increased in aggregate dollars primarily due to higher wages and benefits resulting from annual merit increases as well as higher management incentive expense as a result of outperforming our annual incentive metrics.

Acquisition-related growth also contributed to the growth in salaries and related benefits.

• Provision for doubtful accounts decreased primarily due to improvements in our cash collections and days sales outstanding as well as favorable adjustments to reserves established in a prior year.

As of December 31, 2024 , our days sales outstanding were 40.9, or 30.0 days net of deferred revenue, compared to 42.0, or 30.9 days net of deferred revenue, as of December 31, 2023.

• Other selling, general and administrative expenses increased for the year ended December 31, 2024, largely due to an increase in meeting and travel costs, consulting costs and acquisition-related growth, partially offset by a favorable legal settlement.

• During the year ended December 31, 2023 we incurred $34 million of acquisition integration and deal costs with the acquisition of US Ecology, primarily related to the integration of certain software systems as well as rebranding of the business.

Our integration of the business was substantially complete as of December 31, 2023.

• Salaries and related benefits decreased primarily due to a decrease in management incentive compensation.

This decrease was partially offset by higher wages and benefits resulting from annual merit increases.

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• Other selling, general and administrative expenses increased for the year ended December 31, 2025, largely due to a legal settlement recognized during the period.

Gain on Business Divestitures and Impairments, Net

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Business divestitures could result in gains, losses or impairment charges that m ay be material to our results of operations in a given period.

During the years ended December 31, 2024 and 2023, we recorded a net gain on business divestitures and impairments of $1 million and $4 million, respectively.

During the year ended December 31, 2025, we did not record a gain on business divestitures and impairments.

During the year ended December 31, 2024, we recorded a gain on business divestitures and impairments of $1 million.

Restructuring Charges

For a discussion or restructuring charges incurred during the years ended December 31, 2024 and 2023 see Overview of this Management's Discussion and Analysis of Financial Condition and Results of Operations.

For a discussion of restructuring charges incurred during the years ended December 31, 2025 and 2024, see Overview of this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Interest Expense

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Total interest expense $ 574 $ 539

Total interest expense for 2024 increased compared to 2023 primarily due to higher interest rates on our fixed rate debt.

The increase attributable to our fixed rate debt is primarily due to the issuance of senior notes in 2024 with coupons ranging from 5.000% to 5.200%, the proceeds of which were used to repay outstanding senior notes with a coupon of 2.500%.

This increase was partially offset by a gain of $8 million recognized in 2024 attributable to the early settlement of certain cash flow hedges related to the Term Loan Facility.

The gain was recognized as a reduction of non-cash interest expense.

Cash paid for interest, excluding net swap settlements for our fixed-to-floating and floating-to-fixed interest rate swaps, was $487 million and $423 million for the years ended December 31, 2024 and 2023, respectively.

As of December 31, 2024, we had $2,160 million of floating rate debt including floating rate swap contracts.

If interest rates increased or decreased by 100 basis points on our variable rate debt, annualized interest expense and net cash payments for interest would increase or decrease by approximately $22 million.

Total interest expense for 2025 increased primarily due to a higher overall debt balance as well as higher interest rates on our debt compared to 2024.

Cash paid for interest, excluding net swap settlements for interest rate swaps, was $500 million and $487 million for the years ended December 31, 2025 and 2024, respectively.

As of December 31, 2025, we had $2.6 billion of floating rate debt.

If interest rates increased or decreased by 100 basis points on our floating rate debt, annualized interest expense and net cash payments for interest would increase or decrease by approximately $26 million.

Loss on Extinguishment of Debt

During the year ended December 31, 2025, we did not recognize a loss on extinguishment of debt.

During the year ended December 31, 2024, we recognized a loss of $2 million due to the amendment and restatement of the Credit Facility.

During the year ended December 31, 2023, we incurred a loss on the early extinguishment of debt due to the early repayment of a portion of our Term Loan Facility.

We incurred non-cash charges related to the proportional share of unamortized deferred issuance costs of less than $1 million.

Adjustment to Withdrawal Liability for Multiemployer Pension Funds

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Our effective tax rate, exclusive of non-controlling interests, for the years ended December 31, 2025 and 2024 was 17.5% and 16.0%, respectively.

Net cash paid for income taxes was approximately $313 million and $343 million for the years ended December 31, 2024 and 2023, respectively.

During 2024 , we acquired non-controlling interests in limited liability companies established to own renewable energy assets that qualified for investment tax credits under Section 48 of the Internal Revenue Code.

We account for these investments using the equity method of accounting and recognize our share of income or loss and other reductions in the value of our investment in loss from unconsolidated equity method investments within our consolidated statements of income.

For further discussion regarding our equity method accounting, see Note 3, Business Acquisitions, Investments and Restructuring Charges .

Our 2024 tax provision reflects a benefit of $222 million due to the tax credits related to these investments.

We also made qualified investments in renewable natural gas and commercial electric vehicles during 2024 which, due to tax credits, reduced our tax provision by approximately $18 million .

Our 2023 tax provision was reduced by $87 million related to the tax credits from our non-controlling interests in limited liability companies established to own renewable energy assets.

In addition, during 2023 we resolved IRS examinations for our tax years 2014 - 2018 that, in the aggregate, reduced our tax provision by approximately $21 million .

During 2024 and 2025 , we acquired non-controlling interests in limited liability companies established to own renewable energy assets that qualified for investment tax credits under Section 48 of the Internal Revenue Code.

We account for these investments under the equity method of accounting utilizing the Hypothetical Liquidation at Book Value ("HLBV") method and recognize our share of income or loss and other reductions in the value of our investment in loss from unconsolidated equity method investments within our consolidated statements of income.

For further discussion regarding our equity method accounting, see Note 3, Business Acquisitions, Investments and Restructuring Charges , of the notes to our audited consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

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

The Act, among other things, implemented changes to the tax treatment relating to bonus depreciation, research and experimental expenditures and interest expense, and

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included phase-outs and restrictions on several clean energy tax incentives.

We made income tax payments (net of refunds) of $206 million and $313 million for 2025 and 2024, respectively.

Income taxes paid in 2025 reflect benefits from the Act as well as tax credits from our continuing investments in qualified renewable energy projects.

The Act did not have a material impact on our effective tax rate.

The Company is continuing to evaluate the potential impact of the Act on future years' tax positions.

We have deferred tax assets related to state net operating loss carryforwards with an estimated tax effect of $51 million available as of December 31, 2025.

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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.

Corporate entities and other include marketing, operations support, business development, legal, tax, treasury, information technology, risk management, human resources and other administrative functions.

Corporate functions include marketing, operations support, business development, legal, tax, treasury, information technology, risk management, human resources and other administrative functions.

National Accounts revenue included in Corporate entities and other represents the portion of revenue generated from nationwide and regional contracts in markets outside our operating areas where the associated material handling is subcontracted to local operators.

Consequently, substantially all of this revenue is offset with related subcontract costs, which are recorded in cost of operations.

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 by reportable segment.

Adjusted EBITDA is the single financial measure our chief operating decision maker (CODM) uses to evaluate operating segment profitability and determine resource allocations.

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

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.

Our chief operating decision maker (CODM) is Jon Vander Ark, President and Chief Executive Officer of Republic Services, Inc.

Adjusted EBITDA is the single financial measure our CODM uses to evaluate segment profitability and returns, which informs resource allocation.

For all segments, the CODM uses adjusted EBITDA to evaluate income generated from segment assets (return on invested capital).

The CODM considers budget-to-actual variances and year-over-year growth on a monthly basis to assess the performance of each segment.

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

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Summarized financial information regarding our reportable segments for the years ended December 31, 2025 and 2024 (in millions of dollars) follows.

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Cost of operations 4,248 4,265 8,513 1,117 — 9,630

SG&A 738 671 1,409 265 — 1,674

Selling, general and administrative 750 683 1,433 277 — 1,710

Other segment items (11) (45) (56) — — (56)

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Total assets $ 14,441 $ 11,616 $ 26,057 $ 5,217 $ 3,092 $ 34,366

Group 1 Group 2 Recycling & Waste Subtotal(1) Group 3

Group 1 Group 2 Recycling & Waste Subtotal (1)

(Environmental Solutions) Corporate entities and other Total

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Cost of operations 4,043 4,161 8,204 1,146 — 9,350

SG&A 681 649 1,330 279 — 1,609

Selling, general and administrative 721 689 1,410 264 — 1,674

Other segment items — 29 29 — — 29

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Significant changes in the revenue and adjusted EBITDA of our reportable segments for 2025 compared to 2024 are discussed below.

Adjusted EBITDA in Group 1 increased from $2,135 million for the year ended December 31, 2023 to $2,353 million for the year ended December 31, 2024.

Adjusted EBITDA in Group 1 increased from $2.3 billion for the year ended December 31, 2024 to $2.5 billion for the year ended December 31, 2025.

The most significant items impacting adjusted EBITDA in Group 1 during the year ended December 31, 2025 compared to the year ended December 31, 2024 include:

• Net revenue for the year ended December 31, 2024 increased 7.9% from 2023 due to an increase in average yield in all lines of business partially offset by volume declines in our large container collection and landfill lines of business.

• Cost of operations increased due to an increase in labor and third party maintenance costs due to inflationary pressures.

The unfavorable impact was partially offset by decreases in fuel costs due to a decrease in average fuel cost per gallon.

• Total assets increased primarily due to additions in property and equipment.

Adjusted EBITDA in Group 2 increased from $1,964 million for the year ended December 31, 2023 to $2,190 million for the

year ended December 31, 2024.

• Net revenue for the year ended December 31, 2025 increased 6.6% from 2024 due to an increase in average yield in all lines of business and higher special waste volumes in our landfill line of business.

The increase in special waste volumes was primarily driven by the Los Angeles area wildfire remediation.

The increases were partially offset by decreased volume in our large-container and residential collection lines of business.

The decrease in volume was also negatively impacted by lower solid waste and construction and demolition volumes in our landfill line of business.

• Cost of operations increased primarily due to an increase in labor costs, equipment maintenance and insurance premiums.

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Adjusted EBITDA in Group 2 increased from $2.3 billion for the year ended December 31, 2024 to $2.4 billion for the year ended December 31, 2025.

The most significant items impacting adjusted EBITDA in Group 2 during the year ended December 31, 2025 compared to the year ended December 31, 2024 include:

• Net revenue for the year ended December 31, 2025 increased 2.4% from 2024 due to an increase in average yield in all lines of business and increased volume in our landfill line of business.

These increases were partially offset by decreased volume in our collection and transfer lines of business.

• Cost of operations increased due to an increase in labor and maintenance costs due to inflationary pressures.

The unfavorable impact was partially offset by decreases in fuel costs due to a decrease in average fuel cost per gallon.

Adjusted EBITDA in Group 3 increased from $348 million for the year ended December 31, 2023 to $436 million for the year ended December 31, 2024.

The increase in volume in our landfill line of business was primarily due to increased construction and demolition volume related to the Hurricane Helene recovery efforts as well as increased special waste volumes.

These increases were partially offset by decreased volumes in our collection and transfer lines of business.

• Cost of operations increased due to an increase in our insurance premiums and landfill operating costs.

Adjusted EBITDA in Group 3 decreased from $433 million for the year ended December 31, 2024 to $372 million for the year ended December 31, 2025.

The most significant items impacting adjusted EBITDA in Group 3 during the year ended December 31, 2025 compared to the year ended December 31, 2024 include:

• Net revenue for the year ended December 31, 2024 increased due to acquisition-related growth, favorable pricing, and an increase in event-based volumes.

• Cost of operations increased primarily due to an increase in labor costs and the impact of acquisitions.

• Net revenue for the year ended December 31, 2025 decreased due to a decline in manufacturing and emergency response activity as well as a decrease in event-based volumes into our landfills, partially offset by acquisition related growth and price increases relative to 2024.

• Cost of operations decreased primarily due to a decrease in volumes and subcontract costs partially offset by higher labor costs relative to 2024.

Landfill and Environmental Matters

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Changes in engineering estimates typically include modifications to the available disposal capacity of a landfill based on a refinement of the capacity calculations resulting from updated information.

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Available Airspace

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Before airspace included in an expansion area is determined to be probable expansion airspace and, therefore, included in our calculation of total available disposal capacity, it must meet all of our expansion criteria.

See Note 2, Summary of Significant Accounting Policies, and Note 8, Landfill and Environmental Costs , of the notes to our audited consolidated financial statements in Item 8 of this Annual Report on Form 10-K for further information.

See Note 2, Summary of Significant Accounting Policies, and Note 8, Landfill and Environmental Costs , of the notes to our audited consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K for further information.

Also see our Critical Accounting Judgments and Estimates section of this Management's Discussion and Analysis of Financial Condition and Results of Operations.

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We have other expansion opportunities that are not included in our total available airspace because they do not meet all of our criteria for treatment as probable expansion airspace.

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The following table reflects the estimated operating lives of our active landfill sites based on available and probable disposal capacity using current annual volumes as of December 31, 2025:

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Net investment in landfill land and development costs $ 5,295 $ 13,126 $ 18,421

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The following table reflects our net investment in our landfills, excluding non-depletable land, and our depletion, amortization and accretion expense for the years ended December 31, 2025 and 2024:

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Total $ (13,667) $ (1,614) $ 451 $ 6 $ (3) $ 3 $ (14,824)

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The following tables reflect the activity in our property and equipment accounts for the year ended December 31, 2024 (in millions of dollars):

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(1) capital expenditures and leases, (2) acquisitions, (3) dividend payments, (4)

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payments to service debt and other long-term obligations, (5) payments for asset retirement obligations and environmental liabilities and (6) share repurchases.

We may choose to voluntarily retire certain portions of our outstanding debt before their maturity dates using cash from operations or additional borrowings.

We may also explore opportunities in the capital markets to fund redemptions of our debt should market conditions be favorable.

Early extinguishment of debt will result in a loss in the period in which the debt is repaid.

The loss on early extinguishment of debt relates to premiums paid to effectuate the repurchase and the relative portion of unamortized note discounts and debt issuance costs.

Capital Expenditures and Leases

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We may choose to voluntarily retire certain portions of our outstanding debt before their maturity dates using cash from operations or additional borrowings.

We may also explore opportunities in the capital markets to fund redemptions should market conditions be favorable.

We may also explore opportunities in the capital markets to fund redemptions of our debt should market conditions be favorable.

Early extinguishment of debt will result in an impairment charge in the period in which the debt is repaid.

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In May 2022, we entered into a commercial paper program for the issuance and sale of unsecured commercial paper in an aggregate principal amount not to exceed $500 million outstanding at any one time (the Commercial Paper Cap).

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

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

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 December 31, 2025 was 4.044%.

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

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As of December 31, 2025, such purchase commitments, which do not qualify for recognition on our Consolidated Balance Sheets, amount to $944 million, of which $196 million was short-term.

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For additional detail regarding our debt and known contractual and other obligations, see Note 9, Debt, and Note 18, Commitments and Contingencies , of the notes to our audited consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

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In October 2023, our Board of Directors approved a $3 billion share repurchase authorization effective starting January 1, 2024 and extending through December 31, 2026.

Share repurchases under the current program may be made through open market purchases or privately negotiated transactions in accordance with applicable federal securities laws.

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Net cash used in investing activities $ (3,313) $ (2,561)

Net cash (used in) provided by financing activities $ (1,398) $ 62

Net cash used in financing activities $ (938) $ (1,398)

Cash Flows Provided by Operating Activities

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• Our prepaid expenses and other assets increased $174 million in 2025 compared to a $171 million increase in 2024.

The increase in prepaid expenses and other assets during 2024 is primarily driven by an increase in capitalized implementation costs for our cloud-based hosting arrangements and higher insurance premium costs.

• Our accounts payable decreased $27 million during 2024 compared to an $83 million increase during 2023, due to the timing of payments.

The increase in prepaid expenses and other assets during 2025 is primarily driven by an increase in costs associated with cloud-based hosting arrangements and prepaid insurance premiums.

• Our accounts payable decreased $14 million during 2025 compared to a $27 million decrease during 2024, due to the timing of payments.

• Cash paid for capping, closure and post-closure obligations was $70 million during 2025 compared to $56 million for 2024.

The decrease in cash paid for capping, closure and post-closure obligations is primarily due to the timing of capping and post-closure payments at certain of our landfill sites.

• Cash paid for remediation obligations was $7 million higher during 2024 compared to 2023.

The increase in cash paid for capping, closure and post-closure obligations is primarily due to the timing of capping and post-closure payments at certain of our landfill sites.

• Cash paid for remediation obligations was $8 million lower during 2025 compared to 2024.

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• Our other liabilities increased $40 million during 2025 compared to a $14 million increase during 2024, primarily due to the timing of payments for accrued legal settlements and an increase in insurance reserves, partially offset by a decrease in management incentive compensation.

In addition, cash paid for interest was $500 million and $487 million, excluding net swap settlements for our fixed to floating interest rate swaps, for 2025 and 2024, respectively.

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The most significant items affecting the comparison of our cash flows used in investing activities for 2025 and 2024 are summarized below:

• Capital expenditures during 2024 were $1,855 million as compared to $1,631 million for 2023.

• Proceeds from sales of property and equipment during 2024 were $47 million as compared to $29 million for 2023.

• During 2024 and 2023, we used $753 million and $2,065 million, respectively, for acquisitions and investments, net of cash acquired.

During 2024 and 2023, we received $2 million and $6 million from business divestitures, respectively.

• Capital expenditures during both 2025 and 2024 were $1.9 billion.

• During 2025 and 2024, we used $1.4 billion and $753 million, respectively, for acquisitions and investments, net of cash acquired.

We intend to finance capital expenditures and acquisitions through cash on hand, restricted cash held for capital expenditures, cash flows from operations, our revolving credit facilities and tax-exempt bonds and other financings.

We expect to primarily use cash and borrowings under our revolving credit facilities to pay for future acquisitions.

Cash Flows (Used in) Provided by Financing Activities

Cash Flows Used in Financing Activities

The most significant items affecting the comparison of our cash flows used in financing activities for 2025 and 2024 are summarized below:

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For a more detailed discussion, see the Financial Condition section of this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

• During 2024, we repurchased 2.5 million shares of our stock for $480 million.

During 2023, we repurchased 1.8 million shares of our stock for $262 million.

• During 2025, we repurchased 3.8 million shares of our common stock for $864 million, which included the cash paid for excise tax on share repurchases, compared to repurchases of 2.5 million shares for $480 million during 2024.

• In July 2025, our Board of Directors approved an increase in our quarterly dividend to $0.625 per share.

Dividends paid were $738 million and $687 million in 2025 and 2024, respectively.

• During 2024 and 2023, cash paid for purchase price holdback releases and contingent purchase price related to acquisitions was $15 million and $19 million, respectively.

Financial Condition

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For further discussion of the components of our overall debt, see Note 9, Debt , of the notes to our audited consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K.

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Credit Facilities

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In July 2024, we and our subsidiary, USE Canada Holdings, Inc.

(the Canadian Borrower) entered into the Second Amended and Restated Credit Agreement (the Credit Facility) which amends and restates the unsecured revolving credit facility we entered into in August 2021.

(the Canadian Borrower) entered into the Second Amended and Restated Credit Agreement (the Credit Facility) which amended and restated the unsecured revolving credit facility we entered into in August 2021.

The total outstanding principal amount that we may borrow under the Credit Facility may not exceed the current aggregate lenders' commitments of $3.5 billion, and borrowings under the Credit Facility mature in July 2029.

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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 0.805% based on our Debt Ratings.

As of December 31, 2024, $232 million was outstanding against the Canadian Sublimit, with an average interest rate of 5.309%.

As of December 31, 2025 and 2024, C$204 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.

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

We had $514 million and $297 million outstanding under our Credit Facility as of December 31, 2024 and 2023, respectively.

We had $317 million and $337 million of letters of credit outstanding under our Credit Facility as of December 31, 2024 and 2023, respectively.

We also had $477 million and $495 million of principal borrowings outstanding (net of related discount on issuance) under our commercial paper program as of December 31, 2024 and 2023, respectively.

As a result, availability under our Credit Facility was $2,192 million and $2,371 million as of December 31, 2024 and 2023, respectively.

Financial and Other Covenants

We had $425 million and $514 million outstanding under the Credit Facility as of December 31, 2025 and 2024, respectively.

We had $319 million and $317 million of letters of credit outstanding under the Credit Facility as of December 31, 2025 and 2024, respectively.

We also had $1.0 billion and $477 million of principal borrowings outstanding under our commercial paper program as of December 31, 2025 and 2024, respectively.

As a result, availability under the Credit Facility was $1.8 billion and $2.2 billion as of December 31, 2025 and 2024, respectively.

Credit Facility Financial and Other Covenants

The Credit Facility requires us to comply with financial and other covenants.

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Failure to comply with the financial and other covenants under the Credit Facility, as well as the occurrence of certain material adverse events, would constitute defaults and would allow the lenders under the Credit Facility to accelerate the maturity of all

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indebtedness under the Credit Facility.

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We may be unable to amend the Credit Facility or raise sufficient capital to repay such obligations in the event the maturity is accelerated.

Term Loan Facility

On April 29, 2022, we entered into a $1 billion unsecured Term Loan Facility (Term Loan Facility), which bore interest at a base rate or a forward-looking SOFR, plus an applicable margin based on our debt ratings.

We had $500 million of borrowings outstanding under the Term Loan Facility as of December 31, 2023.

During the year ended December 31, 2024, we repaid the remaining balance of the Term Loan Facility.

Commercial Paper Program

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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 December 31, 2024 was 4.646% with a weighted average maturity of approximately 18 days.

We had $477 million and $496 million principal value of commercial paper issued and outstanding under the program as of December 31, 2024 and 2023, respectively.

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

The weighted average interest rate for borrowings outstanding as of December 31, 2025 was 4.044%.

The weighted average interest rate for borrowings outstanding as of December 31, 2024 was 4.646%.

We had $1.0 billion and $477 million principal value of commercial paper issued and outstanding under the program as of December 31, 2025 and 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 December 31, 2025 and 2024, respectively.

Senior Notes and Debentures

In March 2023, we issued $400 million of 4.875% senior notes due 2029 (the Existing 2029 Notes) and $800 million of 5.000% senior notes due 2034 (the 2034 Notes, and together with the Existing 2029 Notes, the Notes).

The Notes are unsecured and unsubordinated and rank equally with our other unsecured obligations.

We used the proceeds from the Notes for general corporate purposes, including the repayment of a portion of amounts outstanding under the Uncommitted Credit Facility, the Commercial Paper Program, the Credit Facility, and the Term Loan Facility.

As a result of the Term Loan Facility repayment, we incurred a non-cash loss on the early extinguishment of debt related to the ratable portion of unamortized deferred issuance costs of less than $1 million.

In December 2023, we issued an additional $350 million of 4.875% senior notes due 2029 (the New 2029 Notes, and together with the Existing 2029 Notes, the 2029 Notes).

After giving effect to the issuance of the New 2029 Notes, $750 million in aggregate principal amount of the 2029 Notes is outstanding.

The New 2029 Notes are fungible with the Existing 2029 Notes, and taken together, the 2029 Notes are treated as a single series.

In December 2023, we also issued $650 million of 5.000% senior notes due 2033 (the 2033 Notes).

The proceeds of the 2033 Notes were used for general corporate purposes, including the repayment of a portion of amounts outstanding under the Uncommitted Credit Facility, the Commercial Paper Program, the Credit Facility, and the Term Loan Facility.

In June 2024, we issued $400 million of 5.000% senior notes due 2029 and $500 million of 5.200% senior notes due 2034.

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.

Our senior notes and debentures are general unsecured obligations.

Interest is payable semi-annually.

and repayment of all amounts then outstanding under the Uncommitted Credit Facility and certain other 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.

We used the proceeds from the March 2025 notes issuance for general corporate purposes, including the repayment of a portion of amounts outstanding on our Credit Facility and a portion of outstanding borrowings under the Commercial Paper Program.

Our senior notes and debentures are general unsecured and unsubordinated obligations and rank equally with our other unsecured obligations.

Tax-Exempt Financings

As of December 31, 2024, we had $1,409 million of certain variable rate tax-exempt financings outstanding, with maturities ranging from 2026 to 2053.

As of December 31, 2023, we had $1,281 million of certain variable rate tax-exempt financings outstanding, with maturities ranging from 2024 to 2053.

As of both December 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.

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

The proceeds from the issuance, after deferred issuance costs, were used to fund the acquisition, construction, improvement, installation, and/or equipping of certain solid waste disposal facilities located within Texas.

In March 2024, the California Municipal Finance Authority issued, for our benefit, $100 million in principal amount of Solid Waste Disposal Revenue Bonds.

We have $250 million of tax-exempt financings that have an initial remarketing period of 10 years.

Our remaining tax-exempt financings are remarketed either quarterly or semiannually by remarketing agents to effectively maintain a variable yield.

The holders of the bonds can put them back to the remarketing agents at the end of each interest period.

If the remarketing agents are unable to remarket our bonds, the remarketing agents can put the bonds to us.

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

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

Finance Leases and Other

As of December 31, 2024, we had finance lease liabilities of $315 million with maturities ranging from 2025 to 2063.

As of December 31, 2023, we had finance lease liabilities of $251 million with maturities ranging from 2024 to 2063.

As of December 31, 2024, finance leases and other included $53 million related to the construction of an office building located in Phoenix, Arizona, which has been accounted for as a financing obligation.

As of December 31, 2025, we had finance lease liabilities and other debt obligations of $441 million with maturities ranging from 2026 to 2063.

As of December 31, 2024, we had finance lease liabilities and other debt obligations of $315 million with maturities ranging from 2025 to 2063.

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In our consolidated balance sheet as of December 31, 2025, finance leases and other included $148 million related to construction costs for our corporate 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.

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Our continued access to the debt capital markets and to new financing facilities, as well as our borrowing costs, depend on multiple factors, including market conditions, our operating performance and maintaining strong credit ratings.

As of December 31, 2024, our credit ratings were BBB+, Baa1 and A- by Standard & Poor’s Ratings Services, Moody’s Investors Service and Fitch Ratings, Inc., respectively.

As of December 31, 2025, our credit ratings were A- by Standard & Poor’s Ratings Services, A- by Fitch Ratings, Inc.

and A3 by Moody’s Investors Service, Inc.

If our credit ratings were downgraded, especially any downgrade to below investment grade, our ability to access the debt markets with the same flexibility that we have experienced historically, our cost of funds and other terms for new debt issuances could be adversely impacted.

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We base our estimates on past experience and other assumptions that

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we believe are reasonable under the circumstances, and we evaluate these estimates on an ongoing basis.

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(1) capping and (2) closure and post-closure.

As of December 31, 2024 and 2023, our asset retirement obligations related to capping, closure and post-closure were $2,144 million and $1,937 million, respectively.

As of December 31, 2025 and 2024, our asset retirement obligations related to capping, closure and post-closure were $2.3 billion and $2.1 billion, respectively.

Changes in these estimates may be sensitive to the following factors:

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Estimates of the total future costs required to cap, close and monitor each landfill as specified by the landfill permit are updated annually.

The estimates include inflation, the specific timing of future cash outflows and the anticipated waste flow into the capping events.

Our cost estimates are inflated to the period of

performance using an estimated inflation rate, which is updated annually.

For 2024, our estimated inflation rate of 2.0% is based on the twenty year average core consumer price index and for 2023, our estimated inflation rate of 2.0% was based on the ten year average consumer price index.

The estimates include inflation, the specific timing of future

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cash outflows and the anticipated waste flow into the capping events.

Our cost estimates are inflated to the period of performance using an estimated inflation rate, which is updated annually.

For the years ended December 31, 2025 and 2024, our estimated inflation rate of 2.0% was based on the twenty year average core consumer price index.

The present value of the remaining capping costs for specific capping events and the remaining closure and post-closure costs for each landfill are recorded as incurred on a per-ton basis.

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Changes in these estimates may be sensitive to the following factors:

(1) changes to environmental laws and regulations and/or circumstances affecting our operations could result in a significant change to our estimates, which could have a significant impact on our result of operations, (ii) we do not expect to incur most of these costs for a number of years, which requires us to estimate the timing of projected cash flows and make assumptions regarding inflation rates, and (iii) actual future costs of materials and third-party labor could differ from the costs we have estimated because of the level of demand and the availability of the required materials and labor.

(i) changes to environmental laws and regulations and/or circumstances affecting our operations could result in a significant change to our estimates, which could have a significant impact on our result of operations, (ii) we do not expect to incur most of these costs for a number of years, which requires us to estimate the timing of projected cash flows and make assumptions regarding inflation rates, and (iii) actual future costs of materials and third-party labor could differ from the costs we have estimated because of the level of demand and the availability of the required materials and labor.

On an annual basis, we update our estimates of future capping, closure and post-closure costs and of future disposal capacity for each landfill.

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We have not reduced the liabilities we have recorded for recoveries from other potentially responsible parties or insurance companies.

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As of December 31, 2025 and 2024, we had $443 million and $447 million of environmental liabilities, respectively.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis