What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-08-07 compared with 2026-05-08 · 230 added, 157 removed, 360 unchanged (52% of the section changed)

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We undertake no obligation to update publicly any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.

Recent Developments

Updated 2026 Financial Guidance

We continue to focus on pricing in excess of cost inflation, driving profitable volume growth, investing in sustainability to improve the environment and drive growth, investing in value-creating acquisitions and advancing technology to improve productivity and increase customer retention.

Specific guidance follows:

We anticipate revenue for the year ending December 31, 2026 to be in the range of $17.200 billion to $17.300 billion.

Adjusted Diluted Earnings per Share

The following is a summary of anticipated adjusted diluted earnings per share for the year ending December 31, 2026.

Adjusted diluted earnings per share is not a measure determined in accordance with U.S.

(Anticipated)

Year Ending December 31, 2026

Diluted earnings per share $ 7.18 - 7.23

Restructuring charges 0.05

Adjusted diluted earnings per share $ 7.23 - 7.28

We believe that presenting adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items.

We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period.

We have incurred comparable charges, costs and recoveries in prior periods, and similar types of adjustments can reasonably be

Table of C ontents

expected to be recorded in future periods.

Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies.

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

As of March 31, 2026, we operated across the United States and Canada through 381 collection operations, 258 transfer stations, 81 recycling centers, 209 active landfills, 2 treatment, recovery and disposal facilities, 24 treatment, storage and disposal facilities (TSDF), 5 salt water disposal wells, 15 deep injection wells, 10 industrial wastewater treatment facilities and 2 polymer centers.

We are engaged in 85 landfill gas-to-energy and other renewable energy projects and had post-closure responsibility for 124 closed landfills as of March 31, 2026.

Revenue for the three months ended March 31, 2026 increased by 2.6% to $4,113 million compared to $4,009 million for the same period in 2025.

As of June 30, 2026, we operated across the United States and Canada through 389 collection operations, 260 transfer stations, 84 recycling centers, 208 active landfills, 2 treatment, recovery and disposal facilities, 24 treatment, storage and disposal facilities (TSDF), 5 salt water disposal wells, 16 deep injection wells, 10 industrial wastewater treatment facilities and 2 polymer centers.

We are engaged in 87 landfill gas-to-energy and other renewable energy projects and had post-closure responsibility for 125 closed landfills as of June 30, 2026.

Revenue for the six months ended June 30, 2026 increased by 3.6% to $8,544 million compared to $8,244 million for the same period in 2025.

This change in revenue is due to increases in average yield of 3.4%, increased revenue from acquisitions, net of divestitures of 1.1% and increased fuel recovery fees of 1.0%.

These increases were partially offset by a decrease in environmental solutions revenue of 0.7% and a decrease in volume of 1.2%.

The following table summarizes our revenue, expenses and operating income for the three months ended March 31, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

Three Months Ended March 31,

The following table summarizes our revenue, expenses and operating income for the three and six months ended June 30, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

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

2026 2025 2026 2025

Revenue $ 4,430 100.0 % $ 4,235 100.0 % $ 8,544 100.0 % $ 8,244 100.0 %

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Restructuring charges 4 0.1 6 0.1 6 0.1 9 0.1

Gain on business divestitures and impairments, net (1) — (2) —

(Gain) loss on business divestitures and impairments, net — — 3 0.1 (1) — 1 —

Operating income $ 901 20.3 % $ 861 20.3 % $ 1,731 20.3 % $ 1,665 20.2 %

Our pre-tax income was $656 million for the three months ended March 31, 2026, compared to $665 million for the same period in 2025.

Our pre-tax income was $699 million and $1,355 million for the three and six months ended June 30, 2026, respectively, compared to $720 million and $1,385 million for the same periods in 2025, respectively.

Our net income attributable to Republic Services, Inc.

was $525 million for the three months ended March 31, 2026, or $1.70 per diluted share, compared to $495 million, or $1.58 per diluted share, for the same period in 2025.

During each of the three months ended March 31, 2026 and 2025, we recorded a number of charges, other expenses and benefits that impacted our pre-tax income, tax expense, net income attributable to Republic Services, Inc.

was $566 million and $1,092 million for the three and six months ended June 30, 2026, or $1.84 and $3.54 per diluted share, respectively, compared to $550 million and $1,045 million, or $1.75 and $3.33 per diluted share, for the same periods in 2025, respectively.

During each of the three and six months ended June 30, 2026 and 2025, we recorded a number of charges, other expenses and benefits that impacted our pre-tax income, tax expense, net income attributable to Republic Services, Inc.

(net income – Republic) and diluted earnings per share as noted in the following table (in millions, except per share data).

Additionally, see our Results of Operations discussion in this Management's Discussion and Analysis of Financial Condition and Results of Operations for a discussion of other items that impacted our earnings during the three months ended March 31, 2026 and 2025.

Three Months Ended March 31, 2026 Three Months Ended March 31, 2025

Three Months Ended June 30, 2026 Three Months Ended June 30, 2025

Diluted Diluted

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Restructuring charges 4 1 3 0.01 6 2 4 0.01

2 — 2 — 4 1 3 0.01

Gain on business divestitures and impairments, net (2)

Loss on business divestitures and impairments, net — — — — 3 1 2 0.01

Total adjustments 4 1 3 0.01 9 3 6 0.02

As adjusted $ 703 $ 134 $ 569 $ 1.85 $ 729 $ 173 $ 556 $ 1.77

Six Months Ended June 30, 2026

Six Months Ended June 30, 2025

Diluted Diluted

Net Earnings Net Earnings

Pre-tax Tax Income - per Pre-tax Tax Income - per

Income Impact (1)

Republic Share Income Impact (1)

Republic Share

As reported $ 1,355 $ 263 $ 1,092 $ 3.54 $ 1,385 $ 340 $ 1,045 $ 3.33

Restructuring charges 6 2 4 0.01 9 2 7 0.03

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

(1) — (1) — 1 — 1 —

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(1) The income tax effect related to our adjustments includes both the 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 three months ended March 31, 2026.

(2) The aggregate impact to adjusted diluted earnings per share totals to less than $0.01 for the six months ended June 30, 2026 and 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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Restructuring charges.

During the three months ended March 31, 2026 and 2025 , we incurred restructuring charges of $2 million and $4 million , respectively.

During the three and six months ended June 30, 2026, 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.

The charges related to the design and implementation of our new accounts receivable system.

During the three months ended March 31, 2026 and 2025, we paid $4 million and $3 million, respectively, related to these restructuring efforts.

During the remainder of 2026, we expect to incur additional restructuring charges of approximately $14 million, related primarily to the continuing design and implementation of our new accounts receivable system.

Substantially all of these restructuring charges will be recorded in Corporate entities and other.

Gain on business divestitures and impairments, net.

During the three months ended March 31, 2026 and 2025, we recorded a net gain on business divestitures and impairments of $1 million and $2 million, respectively.

(Gain) loss on business divestitures and impairments, net.

During the six months ended June 30, 2026, we recorded a net gain on business divestitures and impairments of $1 million.

During the three and six months ended June 30, 2025, we recorded a loss on business divestitures and impairments of $3 million and $1 million, respectively.

Results of Operations

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

The following table reflects our revenue by service line for the three months ended March 31, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

Three Months Ended March 31,

The following table reflects our revenue by service line for the three and six months ended June 30, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

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

2026 2025 2026 2025

$ 767 17.3 % $ 752 17.8 % $ 1,515 17.7 % $ 1,496 18.1 %

Small-container

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Total revenue $ 4,430 100.0 % $ 4,235 100.0 % $ 8,544 100.0 % $ 8,244 100.0 %

The following table reflects changes in components of our revenue, as a percentage of total revenue, for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

The following table reflects changes in components of our revenue, as a percentage of total revenue, for the three and six months ended June 30, 2026 and 2025:

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

2026 2025 2026 2025

Average yield 3.4 % 4.1 % 3.4 % 4.3 %

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We also measure changes in core price, average yield 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 and organic growth strategies.

The following table reflects core price, average yield and volume as a percentage of related-business revenue for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

As a % of Related Business

The following table reflects core price, average yield and volume as a percentage of related-business revenue for the three and six months ended June 30, 2026 and 2025:

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

2026 2025 2026 2025

As a % of Related Business As a % of Related Business

Core price 6.4 % 7.0 % 6.6 % 7.2 %

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Volume (1.9) % 0.2 % (1.5) % (0.6) %

During the three months ended March 31, 2026, we experienced the following changes in our revenue as compared to the same period in 2025:

• Average yield increased revenue by 3.4% for the three months ended March 31, 2026 due to positive pricing changes in all lines of business.

• The fuel recovery fee program, which mitigates our exposure to increases in fuel prices, increased revenue by 0.2% for the three months ended March 31, 2026, due to an increase in fuel prices compared to the same period in 2025.

• Volume decreased revenue by 0.8% during the three months ended March 31, 2026, primarily due to a decrease in volume in our collection lines of business.

During the three and six months ended June 30, 2026, we experienced the following changes in our revenue as compared to the same period in 2025:

• Average yield increased revenue by 3.4% for the three and six months ended June 30, 2026 due to positive pricing changes in all lines of business.

• Fuel recovery fees, which mitigate our exposure to changes in fuel prices, increased revenue by 1.8% and 1.0% for the three and six months ended June 30, 2026, respectively, due to an increase in fuel prices compared to the same periods in 2025.

• Volume decreased revenue by 1.6% and 1.2% during the three and six months ended June 30, 2026, respectively, primarily due to a decrease in volume in our collection lines of business.

The decline in revenue in our large-container collection line of business was primarily driven by a slowing in construction-related activity and certain manufacturing end markets.

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 during the three months ended March 31, 2026 was partially offset by an increase in solid waste and special waste volumes in our landfill line of business.

The increase in overall landfill volumes was partially offset by a decline in construction and demolition volumes, which was primarily related to non-recurring Hurricane Helene recovery efforts in 2025.

• There was no net change to revenue as a result of recycling processing and commodity sales during the three months ended March 31, 2026.

For the three months ended March 31, 2026, volume increased at our Polymer Centers and from acquisitions.

The volume increase was offset by a decrease in overall commodity prices compared to the same

period in 2025.

The average price for recycled commodities at our recycling centers, excluding glass and organics, for the three months ended March 31, 2026 was $120 per ton compared to $155 per ton for the same period in 2025.

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

Landfill volume decreased during the three and six months ended June 30, 2026 primarily due to a decrease in construction and demolition volumes which was primarily related to non-recurring Hurricane Helene recovery efforts in 2025.

This decrease in landfill volume during the six months ended June 30, 2026 was partially offset by an increase in solid waste and special waste landfill volumes.

• Recycling processing and commodity sales increased revenue by 0.1% during the three months ended June 30, 2026, primarily due to increased volume at our Polymer Centers.

The volume increase was partially offset by a decrease in overall commodity prices compared to the same period in 2025.

There was no net change to revenue as a result of recycling processing and commodity sales during the six months ended June 30, 2026 as compared to the same period in 2025.

For the six months ended June 30, 2026, volume increased at our Polymer Centers.

The volume increase was offset by a decrease in overall commodity prices compared to the same period in 2025.

The average price for recycled commodities at our recycling centers, excluding glass and organics, for the three and six months ended June 30, 2026 was $136 and $128 per ton, respectively, compared to $149 and $152 per ton for the same periods in 2025, respectively.

Changing market demand for recycled commodities causes volatility in commodity prices.

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

• Environmental solutions decreased revenue by 1.3% during the three months ended March 31, 2026, primarily due to a decline in emergency response activity.

• Acquisitions, net of divestitures, increased revenue by 1.1% during the three months ended March 31, 2026, reflecting the results of our continued growth strategy of acquiring environmental services companies that complement and expand our existing business platform.

• Environmental solutions decreased revenue by 0.2% and 0.7% during the three and six months ended June 30, 2026, respectively, due to a decline in event-based volumes relative to the same periods in 2025.

• Acquisitions, net of divestitures, increased revenue by 1.1% during the three and six months ended June 30, 2026, reflecting the results of our continued growth strategy of acquiring environmental services companies that complement and expand our existing business platform.

Cost of Operations

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risk management costs, which include insurance premiums and claims;

cost of goods sold, which includes material costs paid to suppliers;

cost of goods sold, which includes material costs paid to

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

The following table summarizes the major components of our cost of operations for the three months ended March 31, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

Three Months Ended March 31,

The following table summarizes the major components of our cost of operations for the three and six months ended June 30, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

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

2026 2025 2026 2025

Labor and related benefits $ 864 19.5 % $ 844 19.9 % $ 1,695 19.8 % $ 1,662 20.2 %

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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.

The most significant items impacting our cost of operations during the three months ended March 31, 2026 and 2025 are summarized below:

The most significant items impacting our cost of operations during the three and six months ended June 30, 2026 and 2025 are summarized below:

• Labor and related benefits increased in aggregate dollars due to higher hourly and salaried wages as a result of annual merit increases as well as acquisition related growth, partially offset by lower collection volumes.

• Transfer and disposal costs increased in aggregate dollars primarily due to an increase in disposal rates.

During the three months ended March 31, 2026 and 2025, approximately 68% and 67%, respectively, of the total solid waste volume we collected was disposed at landfill sites that we owned or operated (internalization).

• Our fuel costs increased during the three months ended March 31, 2026, primarily due to an increase in the average diesel fuel price per gallon.

The national average diesel fuel price per gallon for the three months ended March 31, 2026 and 2025 was $4.12 and $3.63, respectively.

At current consumption levels, we believe a twenty-cent per gallon change in the price of diesel fuel would change our fuel costs by approximately $26 million per year.

Offsetting these changes in fuel expense would be changes in our fuel recovery fee charged to our customers.

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

• Other costs of operations increased due to increased occupancy and facility related expenses as well as a favorable non-recurring insurance recovery recognized during 2025 that did not repeat in 2026.

• Transfer and disposal costs increased in aggregate dollars primarily due to activity from acquisitions.

During both the three and six months ended June 30, 2026 and 2025 , approximately 67%, of the total solid waste volume we collected was disposed at landfill sites that we owned or operated (internalization).

• Transportation and subcontract costs increased primarily due to an increase in transportation rates and fuel surcharges.

Transportation surcharges increased due to an increase in fuel prices during the period.

• Our fuel costs increased due to an increase in the average diesel fuel cost per gallon.

The national average diesel fuel cost per gallon for the three and six months ended June 30, 2026 was $5.35 and $4.73, respectively, compared to $3.56 and $3.59 for the same periods in 2025, respectively.

• For the six months ended June 30, 2026, other costs of operations increased due to increased occupancy and facility related expenses as well as a favorable non-recurring insurance recovery recognized during 2025 that did not repeat in 2026.

Depreciation, Depletion and Amortization of Property and Equipment

The following table summarizes depreciation, depletion and amortization of property and equipment for the three months ended March 31, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

Three Months Ended March 31,

The following table summarizes depreciation, depletion and amortization of property and equipment for the three and six months ended June 30, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

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

2026 2025 2026 2025

Depreciation and amortization of property and equipment

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$ 428 9.7 % $ 415 9.8 % $ 830 9.7 % $ 804 9.8 %

Depreciation and amortization of property and equipment increased for the three months ended March 31, 2026, largely due to an increased investment in trucks and the supporting infrastructure as well as the addition of assets through acquisitions.

Landfill depletion and amortization expense decreased for the three months ended March 31, 2026, primarily due to recognition of certain favorable amortization adjustments related to our asset retirement obligations, partially offset by increased volumes and a higher overall depletion rate.

Depreciation and amortization of property and equipment increased for the three and six months ended June 30, 2026, largely due to asset additions at one of of our Polymer Centers and amortization associated with internally developed software.

Depreciation and amortization of property and equipment also increased due to the addition of assets through acquisitions.

Landfill depletion and amortization expense decreased for the three months ended June 30, 2026 primarily due to decreased volumes, partially offset by a higher overall depletion rate.

For the six months ended June 30, 2026, landfill depletion and

amortization expense decreased primarily due to recognition of certain favorable amortization adjustments related to our asset retirement obligations compared to unfavorable amortization adjustments in the same period in 2025.

Amortization of Other Intangible Assets

Amortization of other intangible assets primarily relates to customer relationships.

Expenses for amortization of other intangible assets were $23 million, or 0.6% of revenue, for the three months ended March 31, 2026, compared to $21 million, or 0.5% of revenue, for the same period in 2025.

Expenses for amortization of other intangible assets were $23 million and $46 million, or 0.5% of revenue, for the three and six months ended June 30, 2026, respectively, compared to $22 million and $43 million, or 0.5% of revenue, for the same periods in 2025, respectively.

Amortization expense increased due to assets added through acquisition activity.

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Our other assets primarily relate to the prepayment of fees and capitalized implementation costs associated with cloud-based hosting arrangements.

Expenses for amortization of other assets were $35 million, or 0.9% of revenue, for the three months ended March 31, 2026, compared to $24 million, or 0.6% of revenue, for the same period in 2025.

Expenses for amortization of other assets were $37 million and $73 million, or 0.8% of revenue, for the three and six months ended June 30, 2026, respectively, compared to $26 million and $50 million, or 0.6% of revenue, for the same periods in 2025, respectively.

Accretion Expense

Accretion expense was $30 million, or 0.7% of revenue, for the three months ended March 31, 2026, compared to $28 million, or 0.7% of revenue, for the same period in 2025.

Accretion expense was $30 million and $60 million, or 0.7% of revenue, for the three and six months ended June 30, 2026, respectively, compared to $28 million and $57 million, or 0.7% of revenue, for the same periods in 2025, respectively.

Selling, General and Administrative Expenses

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Restructuring charges are excluded from selling, general and administrative expenses and are discussed separately.

The following table summarizes our selling, general and administrative expenses for the three months ended March 31, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

Three Months Ended March 31,

The following table summarizes our selling, general and administrative expenses for the three and six months ended June 30, 2026 and 2025 (in millions of dollars and as a percentage of revenue):

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

2026 2025 2026 2025

Salaries and related benefits $ 292 6.6 % $ 280 6.6 % $ 593 7.0 % $ 573 6.9 %

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As such, you should take care when comparing our selling, general and administrative expenses by cost component to those of other companies and of ours for prior periods.

The most significant items affecting our selling, general and administrative expenses during the three months ended March 31, 2026 and 2025 are summarized below:

The most significant items affecting our selling, general and administrative expenses during the three and six months ended June 30, 2026 and 2025 are summarized below:

• Salaries and related benefits increased primarily due to higher wages and benefits resulting from annual merit increases as well as acquisition-related growth.

• Other selling, general and administrative expenses decreased during the three months ended March 31, 2026 primarily due to a favorable legal settlement recognized during the period.

• Other selling, general and administrative expenses decreased during the six months ended June 30, 2026 primarily due to a favorable legal settlement, partially offset by professional services recognized during the period.

Restructuring Charges

For a discussion of Restructuring Charges incurred during the three months ended March 31, 2026 and 2025, see Overview of this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Gain on business divestitures and impairments, net

For additional information on Gain on business divestitures and impairments, net incurred during the three months ended March 31, 2026 and 2025, 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 three and six months ended June 30, 2026 and 2025, see Overview of this Management's Discussion and Analysis of Financial Condition and Results of Operations.

(Gain) Loss on Business Divestitures and Impairments, Net

For additional information on gain on business divestitures and impairments, net incurred during the three and six months ended June 30, 2026 and 2025, see Overview of this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Interest Expense

The following table provides the components of interest expense, including accretion of debt discounts and accretion of discounts primarily associated with environmental and risk insurance liabilities assumed in acquisitions, for the three months ended March 31, 2026 and 2025 (in millions of dollars):

Three Months Ended March 31,

The following table provides the components of interest expense, including accretion of debt discounts and accretion of discounts primarily associated with environmental and risk insurance liabilities assumed in acquisitions, for the three and six months ended June 30, 2026 and 2025 (in millions of dollars):

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

2026 2025 2026 2025

Interest expense on debt

$ 134 $ 128 $ 265 $ 252

Non-cash interest 19 19 40 37

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Total interest expense $ 151 $ 145 $ 302 $ 285

Total interest expense for the three months ended March 31, 2026 increased primarily due to a higher overall debt balance, partially offset by lower interest rates on our debt compared to the same period in 2025.

For the three months ended March 31, 2026 and 2025, cash paid for interest was $117 million and $105 million, respectively.

As of March 31, 2026, we had $2.8 billion of principal floating rate debt.

Total interest expense for the three and six months ended June 30, 2026 increased primarily due to a higher overall debt balance and higher interest rates on our debt compared to the same periods in 2025.

For the six months ended June 30, 2026 and 2025, cash paid for interest was $260 million and $243 million, respectively.

As of June 30, 2026, we had $1.8 billion of principal 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 $18 million.

Our effective tax rate, exclusive of non-controlling interests, for the three months ended March 31, 2026 and 2025 was 19.9% and 25.6%, respectively.

Our effective tax rate for the three months ended March 31, 2026 reflects a benefit of $37 million due to our investments in renewable energy assets and $3 million due to investments in renewable natural gas projects and electric vehicle infrastructure.

Our effective tax rate for the three months ended March 31, 2025 reflects a benefit of $2 million due to investments in renewable natural gas projects and commercial electric vehicles.

For the three months ended March 31, 2026 and 2025, net cash paid for income taxes was $4 million and $2 million, respectively.

Our effective tax rate, exclusive of non-controlling interests, for the three and six months ended June 30, 2026 was 19.0% and 19.4%, 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 for the three and six months ended June 30, 2026 reflects net benefits of $41 million and $78 million, respectively, from investments in renewable energy assets, and benefits of $10 million and $13 million, respectively, from investments in renewable natural gas projects and electric vehicle infrastructure.

Our effective tax rate for the three and six months ended June 30, 2025 reflects net benefits of $7 million and $9 million, respectively, from investments in renewable natural gas projects and commercial electric vehicles.

For the six months ended June 30, 2026 and 2025, net cash paid for income taxes was $79 million and $150 million, respectively.

For additional discussion and detail regarding our income taxes, see Note 8, Income Taxes , to our unaudited consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

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

Summarized financial information regarding our reportable segments for the three months ended March 31, 2026 and 2025 (in millions of dollars) follows.

Summarized financial information regarding our reportable segments for the three and six months ended June 30, 2026 and 2025 (in millions of dollars) follows.

For totals as well as further detail regarding our reportable segments and the adjustments used to calculate Adjusted EBITDA for each segment, see Note 11, Segment Reporting , of the notes to our unaudited consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

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(Environmental Solutions) Corporate entities and other Total

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Gross revenue $ 2,325 $ 2,180 $ 4,505 $ 463 $ 108 $ 5,076

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Total assets $ 15,154 $ 11,764 $ 26,918 $ 5,320 $ 2,921 $ 35,159

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Gross revenue $ 2,180 $ 2,138 $ 4,318 $ 466 $ 98 $ 4,882

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

Significant changes in the revenue and Adjusted EBITDA of our reportable segments comparing the three months ended March 31, 2026 and 2025 are discussed below.

Adjusted EBITDA in Group 1 increased from $598 million for the three months ended March 31, 2025 to $669 million for the three months ended March 31, 2026.

The most significant items impacting Adjusted EBITDA in Group 1 during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 include:

• Net revenue for the three months ended March 31, 2026 increased 7.3% due to an increase in average yield in all lines of business.

Net revenue also increased due to higher special waste and solid waste volumes in our landfill line of business, as well as an increase in our small-container collection line of business.

The increases were partially offset by decreased volume in our residential collection line of business.

Construction and demolition volume also decreased in our landfill line of business.

• Cost of operations increased primarily due to an increase in labor costs and fuel costs.

Adjusted EBITDA in Group 2 decreased from $577 million for the three months ended March 31, 2025 to $575 million for the three months ended March 31, 2026.

The most significant items impacting Adjusted EBITDA in Group 2 during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 include:

• Net revenue for the three months ended March 31, 2026 increased 1.0% due to an increase in average yield in all lines of business and increased special waste volumes in our landfill line of business.

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

Construction and demolition volume also decreased in our landfill line of business primarily related to non-recurring Hurricane Helene recovery efforts in 2025.

• Cost of operations increased primarily due to an increase in labor costs and fuel costs.

Adjusted EBITDA in Group 3 decreased from $93 million for the three months ended March 31, 2025 to $78 million for the three months ended March 31, 2026.

The most significant items impacting Adjusted EBITDA in Group 3 during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 include:

• Net revenue for the three months ended March 31, 2026 decreased 9.8% primarily due to a decline in emergency response activity, partially offset by acquisition related growth and price increases relative to the same period in 2025.

• Cost of operations decreased for the three months ended March 31, 2026 primarily due to a decrease in subcontract costs relative to the same period in 2025.

Group 1 Group 2 Recycling & Waste Subtotal (1)

(Environmental Solutions) Corporate entities and other Total

Six Months Ended June 30, 2026

Gross revenue $ 4,527 $ 4,175 $ 8,702 $ 871 $ 203 $ 9,776

Intercompany revenue (656) (543) (1,199) (22) (11) (1,232)

Revenue allocations 94 84 178 14 (192) —

Net revenue 3,965 3,716 7,681 863 — 8,544

Cost of operations 2,199 2,165 4,364 565 — 4,929

Selling, general and administrative 391 352 743 127 — 870

Adjusted EBITDA $ 1,375 $ 1,199 $ 2,574 $ 171 $ — $ 2,745

Capital expenditures $ 450 $ 298 $ 748 $ 56 $ 64 $ 868

Total assets $ 15,154 $ 11,764 $ 26,918 $ 5,320 $ 2,921 $ 35,159

Six Months Ended June 30, 2025

Gross revenue $ 4,243 $ 4,114 $ 8,357 $ 920 $ 196 $ 9,473

Intercompany revenue (632) (533) (1,165) (25) (39) (1,229)

Revenue allocations 72 69 141 16 (157) —

Net revenue 3,683 3,650 7,333 911 — 8,244

Cost of operations 2,093 2,099 4,192 571 — 4,763

Selling, general and administrative 372 346 718 134 — 852

Adjusted EBITDA $ 1,218 $ 1,205 $ 2,423 $ 206 $ — $ 2,629

Capital expenditures $ 409 $ 284 $ 693 $ 77 $ 96 $ 866

Total assets $ 14,108 $ 11,429 $ 25,537 $ 5,130 $ 2,730 $ 33,397

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

Significant changes in the revenue and Adjusted EBITDA of our reportable segments comparing the three and six months ended June 30, 2026 and 2025 are discussed below.

Adjusted EBITDA in Group 1 increased from $620 million and $1,218 million for the three and six months ended June 30, 2025, respectively, to $707 million and $1,375 million for the three and six months ended June 30, 2026, respectively.

The most significant items impacting Adjusted EBITDA in Group 1 during the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025 include:

• Net revenue for the three and six months ended June 30, 2026 increased 8.0% and 7.7%, respectively, due to an increase in average yield in all lines of business.

Net revenue also increased due to higher solid waste volumes in our landfill line of business, as well as an increase in our small-container collection line of business.

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

Construction and demolition and special waste volumes also decreased in our landfill lines of business.

• Cost of operations increased primarily due to an increase in labor and fuel costs.

Adjusted EBITDA in Group 2 decreased from $628 million and $1,205 million for the three and six months ended June 30, 2025, respectively, to $623 million and $1,199 million for the three and six months ended June 30, 2026, respectively.

The most significant items impacting Adjusted EBITDA in Group 2 during the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025 include:

• Net revenue for the three and six months ended June 30, 2026 increased 2.5% and 1.8%, respectively, due to an increase in average yield in all lines of business and increased special waste volume in our landfill line of business.

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

Construction and

demolition volume also decreased in our landfill line of business primarily related to non-recurring Hurricane Helene recovery efforts in 2025.

• Cost of operations increased primarily due to an increase in fuel, subcontract and labor costs.

Adjusted EBITDA in Group 3 decreased from $113 million and $206 million for the three and six months ended June 30, 2025, respectively, to $93 million and $171 million for the three and six months ended June 30, 2026, respectively.

The most significant items impacting Adjusted EBITDA in Group 3 during the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025 include:

• Net revenue for the three and six months ended June 30, 2026 decreased primarily due to a decline in event-based volumes relative to the same periods in 2025.

• Cost of operations increased for the three months ended June 30, 2026 primarily due to an increase in subcontract and fuel costs relative to the same period in 2025.

• Cost of operations decreased for the six months ended June 30, 2026 primarily due to a decrease in subcontract costs.

Landfill and Environmental Matters

Available Airspace

As of March 31, 2026 , we owned or operated 209 active landfills with total available disposal capacity estimated to be 5.1 billion in-place cubic yards.

As of June 30, 2026 , we owned or operated 208 active landfills with total available disposal capacity estimated to be 5.1 billion in-place cubic yards.

For these landfills, the following table reflects changes in capacity and remaining capacity, as measured in cubic yards of airspace:

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Net of Closures Airspace

Consumed Changes in Engineering Estimates Balance as of March 31, 2026

Consumed Changes in Engineering Estimates Balance as of June 30, 2026

Cubic yards (in millions):

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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.

As of March 31, 2026 , 14 of our landfills met all of our criteria for including their probable expansion airspace in our total available disposal capacity.

As of June 30, 2026 , 14 of our landfills met all of our criteria for including their probable expansion airspace in our total available disposal capacity.

At projected annual volumes, these 14 landfills have an estimated remaining average site life of 34 years, including probable expansion airspace.

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Property and Equipment

The following tables reflect the activity in our property and equipment accounts for the three months ended March 31, 2026:

The following tables reflect the activity in our property and equipment accounts for the six months ended June 30, 2026:

Gross Property and Equipment

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Transfers, Foreign Currency Translation

Adjustments Balance as of March 31, 2026

Adjustments Balance as of June 30, 2026

Land $ 1,016 $ 5 $ (1) $ 20 $ — $ — $ (2) $ 1,038

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Divestitures Adjustments

Obligations Impairments, Transfers, Foreign Currency Translation and Other Adjustments Balance as of March 31, 2026

Obligations Impairments, Transfers, Foreign Currency Translation and Other Adjustments Balance as of June 30, 2026

Landfill development costs $ (6,578) $ (277) $ — $ — $ 8 $ — $ (6,847)

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The following is a summary of our cash and cash equivalents and restricted cash and marketable securities balances as of:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Cash and cash equivalents $ 107 $ 76

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The following table summarizes our restricted cash and marketable securities:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Financing proceeds $ 11 $ —

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We expect existing cash, cash equivalents, restricted cash and marketable securities, cash flows from operations and financing activities to continue to be sufficient to fund our operating activities and cash commitments for investing and financing activities for at least the next 12 months and thereafter for the foreseeable future.

Our known current- and long-term uses of cash include, among other possible demands:

Our known current- and long-term uses of

cash include, among other possible demands:

(1) capital expenditures and leases;

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Our acquisition growth strategy focuses primarily on acquiring privately held recycling and waste companies and environmental solutions businesses that complement our existing business platform.

We continue to invest in value-enhancing acquisitions in existing markets.

We expect to invest at least $1.2 billion in acquisitions in 2026.

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The major components of changes in cash flows are discussed in the following paragraphs.

The following table summarizes our cash flow from operating activities, investing activities and financing activities for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

The following table summarizes our cash flow from operating activities, investing activities and financing activities for the six months ended June 30, 2026 and 2025:

Six Months Ended June 30,

Cash provided by operating activities $ 2,380 $ 2,134

Cash used in investing activities $ (1,727) $ (1,815)

Cash (used in) provided by financing activities $ (238) $ 284

Cash used in financing activities $ (595) $ (260)

Cash Flows Provided by Operating Activities

We use cash flows from operations to fund our operating activities, capital expenditures and leases, acquisitions, dividend payments, share repurchases, interest payments and repayments of debt and other long-term obligations, and payments for asset retirement obligations and environmental liabilities.

The most significant items affecting the comparison of our cash flows provided by operating activities for the three months ended March 31, 2026 and 2025 are summarized below.

Changes in assets and liabilities, net of effects from business acquisitions and divestitures, increased our cash flow from operations by $83 million during the three months ended March 31, 2026, compared to an increase of $19 million during the same period in 2025, primarily as a result of the following:

• Our accounts receivable, exclusive of the change in allowance for doubtful accounts and customer credits, increased $25 million during the three months ended March 31, 2026 due to the timing of billings, net of collections, compared to an $18 million increase in the same period in 2025.

As of March 31, 2026, our days sales outstanding were 42.4, or 31.8 days net of deferred revenue, compared to 42.1, or 30.7 days net of deferred revenue, as of March 31, 2025.

• Our prepaid expenses and other assets decreased $49 million during the three months ended March 31, 2026, compared to a $90 million decrease in the same period in 2025.

The decrease in prepaid expenses and other assets during the three months ended March 31, 2026 is primarily driven by a decrease of tax receivables due to the timing of our estimated tax payments, partially offset by an increase in capitalized implementation costs for our cloud-based hosting arrangements.

The decrease in our tax receivable during the three months ended March 31, 2026 was favorably impacted by changes to the tax treatment of bonus depreciation resulting from the One Big Beautiful Bill Act that was signed into law in July 2025, as well as the timing of estimated benefits from investments in renewable energy assets qualifying for tax credits under Section 48 of the Internal Revenue Code, compared to the same period in 2025.

• Our accounts payable increased $49 million during the three months ended March 31, 2026, compared to a $42 million decrease in the same period in 2025, primarily due to the timing of payments.

• Cash paid for capping, closure and post-closure obligations was $9 million during the three months ended March 31, 2026, compared to $8 million in the same period in 2025.

• Cash paid for remediation obligations was $2 million higher during the three months ended March 31, 2026, compared to the same period in 2025.

• Our other liabilities increased $30 million during the three months ended March 31, 2026, compared to a $6 million increase in the same period in 2025, primarily due to a decrease in payment for certain incentive compensation accruals.

In addition, cash paid for interest was $117 million and $105 million for the three months ended March 31, 2026 and 2025, respectively.

Cash paid for incomes taxes was $4 million and $2 million for the three months ended March 31, 2026 and 2025, respectively.

The most significant items affecting the comparison of our cash flows provided by operating activities for the six months ended June 30, 2026 and 2025 are summarized below.

Changes in assets and liabilities, net of effects from business acquisitions and divestitures, increased our cash flows from operations by $17 million during the six months ended June 30, 2026, compared to an increase of $55 million during the same period in 2025, primarily as a result of the following:

• Our accounts receivable, exclusive of the change in allowance for doubtful accounts and customer credits, increased $147 million during the six months ended June 30, 2026 due to the timing of billings, net of collections, compared to a $51 million increase in the same period in 2025.

As of June 30, 2026, our days sales outstanding were 41.7, or 31.8 days net of deferred revenue, compared to 40.4, or 29.9 days net of deferred revenue, as of June 30, 2025.

• Our prepaid expenses and other assets decreased $41 million during the six months ended June 30, 2026, compared to a $21 million decrease in the same period in 2025.

The decrease in prepaid expenses and other assets during the six months ended June 30, 2026 is primarily driven by a decrease of tax receivables due to the timing of our estimated tax payments, partially offset by an increase in prepaid licensing and capitalized implementation costs for our cloud-based hosting arrangements.

• Our accounts payable increased $123 million during the six months ended June 30, 2026, compared to a $13 million decrease in the same period in 2025, primarily due to the timing of payments.

• Cash paid for capping, closure and post-closure obligations was $27 million during the six months ended June 30, 2026, compared to $21 million in the same period in 2025.

• Cash paid for remediation obligations was $7 million higher during the six months ended June 30, 2026, compared to the same period in 2025.

• Our other liabilities increased $53 million during the six months ended June 30, 2026, compared to a $138 million increase in the same period in 2025, primarily due to timing of payments for income taxes payable.

In addition, cash paid for interest was $260 million and $243 million for the six months ended June 30, 2026 and 2025, respectively.

Cash paid for income taxes was $79 million and $150 million for the six months ended June 30, 2026 and 2025, respectively.

Cash Flows Used in Investing Activities

The most significant items affecting the comparison of our cash flows used in investing activities for the three months ended March 31, 2026 and 2025 are summarized below:

• Capital expenditures during the three months ended March 31, 2026 were $476 million, compared with $459 million for the same period in 2025.

• During the three months ended March 31, 2026 and 2025, we paid $437 million and $834 million, respectively, for acquisitions and investments.

We intend to finance future 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.

Cash Flows (Used in) Provided by Financing Activities

The most significant items affecting the comparison of our cash flows (used in) provided by financing activities for the three months ended March 31, 2026 and 2025 are summarized below:

• Net proceeds from notes payable and long-term debt were $275 million during the three months ended March 31, 2026, compared to net payments of $646 million during the same period in 2025.

Additionally, during the three months ended March 31, 2025, we issued $1,200 million of senior notes for cash proceeds, net of discounts and fees, of $1,186 million.

The most significant items affecting the comparison of our cash flows used in investing activities for the six months ended June 30, 2026 and 2025 are summarized below:

• Capital expenditures during the six months ended June 30, 2026 were $868 million, compared with $866 million for the same period in 2025.

• During the six months ended June 30, 2026 and 2025, we paid $865 million and $963 million, respectively, for acquisitions and investments.

We intend to finance future capital expenditures, acquisitions and investments 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.

Cash Flows Used in Financing Activities

The most significant items affecting the comparison of our cash flows used in financing activities for the six months ended June 30, 2026 and 2025 are summarized below:

• During the six months ended June 30, 2026, we issued $1,200 million of senior notes for cash proceeds, net of discounts and fees, of $1,185 million.

During the six months ended June 30, 2025, we issued $1,200 million of senior notes for cash proceeds, net of discounts and fees, of $1,183 million.

Additionally, net payments for notes payable and long-term debt were $711 million during the six months ended June 30, 2026, compared to net payments of $1,005 million during the same period in 2025.

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 the three months ended March 31, 2026, we repurchased 1.3 million shares of our common stock for $292 million compared to repurchases of 0.3 million shares for $55 million during the same period in 2025.

• Dividends paid were $193 million and $181 million during the three months ended March 31, 2026 and 2025, respectively.

• During the six months ended June 30, 2026, we repurchased 3.1 million shares of our common stock for $659 million, which included the cash paid for excise tax on share repurchases, compared to repurchases of 0.3 million shares for $59 million, which included the cash paid for excise tax on share repurchases, during the same period in 2025.

• Dividends paid were $385 million and $362 million during the six months ended June 30, 2026 and 2025, respectively.

Financial Condition

Debt Obligations

As of March 31, 2026 , we had $547 million of principal debt maturing within the next 12 months, which includes certain finance lease obligations.

As of June 30, 2026 , we had $548 million of principal debt maturing within the next 12 months, which includes certain finance lease obligations.

All of our tax-exempt financings are remarketed either quarterly or semiannually by remarketing agents to effectively maintain a variable yield, with the exception of three tax-exempt financings each with initial remarketing periods of 10 years.

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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, as of March 31, 2026 , we had availability under our Credit Facility to fund the repurchase of these bonds until they are remarketed successfully.

In the event of a failed re-borrowing under our commercial paper program, as of March 31, 2026 , we had availability under our Credit Facility to fund the commercial paper program until it is re-borrowed successfully.

Accordingly, we have classified these tax-exempt financings and commercial paper program borrowings as long-term in our unaudited consolidated balance sheet as of March 31, 2026 .

In the event of a failed remarketing, as of June 30, 2026 , we had availability under our Credit Facility to fund the repurchase of these bonds until they are remarketed successfully.

In the event of a failed re-borrowing under our commercial paper program, as of June 30, 2026 , we had availability under our Credit Facility to fund the commercial paper program until it is re-borrowed successfully.

Accordingly, we have classified these tax-exempt financings and commercial paper program borrowings as long-term in our unaudited consolidated balance sheet as of June 30, 2026 .

For further discussion of the components of our overall debt, see Note 7, Debt, of the notes to our unaudited consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q.

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

As of March 31, 2026, we had $50 million of borrowings outstanding under our Uncommitted Credit Facility.

As of June 30, 2026, we had $72 million of borrowings outstanding under our Uncommitted Credit Facility.

As of December 31, 2025, we had no borrowings outstanding under our Uncommitted Credit Facility.

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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.

As permitted by the Credit Facility, we have the right to request two one-year extensions of the maturity date, but none of the lenders are committed to participate in such extensions.

As permitted by the Credit Facility, we have the right to request two one-year extensions of the maturity date, but none of

the lenders are committed to participate in such extensions.

The Credit Facility also includes a feature that allows us to increase availability, at our option, by an aggregate amount of up to $1.0 billion through increased commitments from existing lenders or the addition of new lenders.

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The Canadian dollar-denominated loans bear interest based on the Canadian Prime Rate or the Canadian Dollar Offered Rate (all as defined in the Credit Facility agreement) plus a current applicable margin of 0.805% based on our Debt Ratings.

As of March 31, 2026 and December 31, 2025, C$261 million and C$204 million, respectively, were outstanding against the Canadian Sublimit.

As of June 30, 2026 and December 31, 2025, C$257 million and C$204 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 $188 million and $425 million outstanding under the Credit Facility as of March 31, 2026 and December 31, 2025, respectively.

We had $315 million and $319 million of letters of credit outstanding under the Credit Facility as of March 31, 2026 and December 31, 2025, respectively.

We also had $1.4 billion and $1.0 billion of principal borrowings outstanding under

our commercial paper program as of March 31, 2026 and December 31, 2025, respectively.

As a result, availability under the Credit Facility was $1.6 billion and $1.8 billion as of March 31, 2026 and December 31, 2025, respectively.

We had $182 million and $425 million outstanding under the Credit Facility as of June 30, 2026 and December 31, 2025, respectively.

We had $314 million and $319 million of letters of credit outstanding under the Credit Facility as of June 30, 2026 and December 31, 2025, respectively.

We also had $420 million and $1.0 billion of principal borrowings outstanding under our commercial paper program as of June 30, 2026 and December 31, 2025, respectively.

As a result, availability under the Credit Facility was $2.6 billion and $1.8 billion as of June 30, 2026 and December 31, 2025, respectively.

Credit Facility Financial and Other Covenants

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The Credit Facility also provides that there may not be more than two elevated ratio periods during the term of the Credit Facility agreement.

As of March 31, 2026, our total debt to EBITDA ratio was approximately 2.6 compared to the 3.75 maximum allowed.

As of March 31, 2026, we were in compliance with all other covenants unde r our Credit Facility .

As of June 30, 2026, our total debt to EBITDA ratio was approximately 2.6 compared to the 3.75 maximum allowed.

As of June 30, 2026, we were in compliance with all other covenants unde r our Credit Facility .

EBITDA, which is a non-U.S.

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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 increased to $1.5 billion.

The weighted average interest rate for borrowings outstanding as of March 31, 2026 was 4.069%.

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

The weighted average interest rate for borrowings outstanding as of June 30, 2026 was 3.974%.

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

We had $1.4 billion and $1.0 billion principal value of commercial paper issued and outstanding under the program as of March 31, 2026 and December 31, 2025, respectively.

We had $420 million and $1.0 billion principal value of commercial paper issued and outstanding under the program as of June 30, 2026 and December 31, 2025, 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 sheets as of March 31, 2026 and December 31, 2025, respectively.

Accordingly, we have classified these borrowings as long-term in our consolidated balance sheets as of June 30, 2026 and December 31, 2025, respectively.

On August 6, 2026, the Company amended its commercial paper program to increase the Commercial Paper Cap from $1.5 billion to $2.0 billion.

Senior Notes and Debentures

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.

We used the proceeds from the March 2025 notes issuance for general corporate purposes, including the repayment of a portion of amounts outstanding under our credit facilities and a portion of outstanding borrowings under our commercial paper program.

In June 2026, we issued $700 million of 4.750% senior notes due 2031 and $500 million of 5.000% senior notes due 2036.

We used the proceeds from the June 2026 notes issuance for general corporate purposes, including the repayment of a portion of amounts outstanding under our credit facilities and a portion of outstanding borrowings under our 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 both March 31, 2026 and December 31, 2025, we had $1.4 billion of tax-exempt financings outstanding with maturities ranging from 2026 to 2056 and 2026 to 2054, respectively.

As of both June 30, 2026 and December 31, 2025, we had $1.4 billion of tax-exempt financings outstanding with maturities ranging from 2026 to 2056 and 2026 to 2054, respectively.

In March 2026, the California Municipal Finance Authority issued, for our benefit, $100 million in principal amount of Solid Waste Disposal Revenue Bonds.

The proceeds from the issuance, after deferred issuance costs, will be used to fund the acquisition, construction, improvement, installation, and/or equipping of certain solid waste disposal facilities located within California, of which $81 million had been incurred and reimbursed to us as of March 31, 2026.

As of March 31, 2026, we had $292 million of restricted cash and marketable securities, of which $19 million represented proceeds from the issuance of the tax-exempt bonds.

The proceeds from the issuance, after deferred issuance costs, will be used to fund the acquisition, construction, improvement, installation, and/or equipping of certain solid waste disposal facilities located within California, of which $89 million had been incurred and reimbursed to us as of June 30, 2026.

As of June 30, 2026, we had $285 million of restricted cash and marketable securities, of which $11 million represented proceeds from the issuance of the tax-exempt bonds.

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

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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 March 31, 2026 and December 31, 2025.

Accordingly, we classified these borrowings as long-term in our consolidated balance sheets as of June 30, 2026 and December 31, 2025.

Finance Leases and Other

As of March 31, 2026 and December 31, 2025, we had finance leases and other liabilities of $443 million and $441 million, respectively, with maturities ranging from 2026 to 2063 for both periods, respectively.

As of March 31, 2026 and December 31, 2025, finance leases and other included $154 million and $148 million, respectively, related to construction costs for our corporate office building located in Phoenix, Arizona, which has been accounted for as a financing obligation.

As of June 30, 2026 and December 31, 2025, we had finance leases and other liabilities of $443 million and $441 million, respectively, with maturities ranging from 2026 to 2063 for both periods, respectively.

As of June 30, 2026 and December 31, 2025, finance leases and other included $156 million and $148 million, respectively, related to construction costs for our corporate office building located in Phoenix, Arizona, which has been accounted for as a financing obligation.

Credit Ratings

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 March 31, 2026, our credit ratings were A- by Standard & Poor's Ratings Services, A- by Fitch Ratings, Inc.

As of June 30, 2026, our credit ratings were A- by Standard & Poor's Ratings Services, A- by Fitch Ratings, Inc.

and A3 by Moody’s Investors Service, Inc.

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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-Q

Item 2. Management’s Discussion and Analysis