What changed in this filing

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Item 1. Financial Statements

2026-02-05 compared with 2025-08-07 · 206 added, 377 removed, 411 unchanged (59% of the section changed)

2 unchanged sentences

Condensed Consolidated Statements of Financial Position

As of June 29, 2025 and September 30, 2024

As of December 28, 2025 and September 30, 2025

(in millions)

June 29, 2025 September 30, 2024

December 28, 2025 September 30, 2025

Cash and cash equivalents $ 126.6 $ 123.6

32 unchanged sentences

Treasury stock

( 2,157.3 ) ( 2,136.3 )

Total shareholders' equity 1,899.3 1,909.7

Non-controlling interest — 0.8

Total equity 1,893.8 2,141.7

Total liabilities and equity $ 3,542.3 $ 3,842.3

Total liabilities and shareholders' equity $ 3,422.9 $ 3,379.6

See accompanying notes to the condensed consolidated financial statements

1 unchanged sentence

Condensed Consolidated Statements of Income

For the three and nine month periods ended June 29, 2025 and June 30, 2024

Three Month Periods Ended Nine Month Periods Ended

For the three month periods ended December 28, 2025 and December 29, 2024

Three Month Periods Ended

(in millions, except per share)

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

December 28, 2025 December 29, 2024

Net sales $ 677.0 $ 700.2

2 unchanged sentences

Selling, general & administrative 214.5 213.1

Impairment of intangible assets — — 15.7 43.0

Impairment of property, plant and equipment and operating leases 7.8 5.1 7.8 5.6

Representation and warranty insurance proceeds — — — ( 65.0 )

Total operating expenses 232.8 255.1 679.8 672.6

Operating income 27.1 44.7

1 unchanged sentence

Interest income ( 0.6 ) ( 2.6 )

Loss (gain) from early extinguishment of debt — 2.2 — ( 2.6 )

Other non-operating expense, net 0.4 4.7

Income from continuing operations before income taxes 20.5 36.4

Income tax expense 1.5 22.4 22.9 60.3

Income tax (benefit) expense ( 8.9 ) 11.8

Net income from continuing operations 29.4 24.6

(Loss) income from discontinued operations, net of tax ( 0.8 ) ( 13.1 ) ( 2.2 ) 9.6

Loss from discontinued operations, net of tax ( 1.0 ) ( 0.8 )

Net income 28.4 23.8

Net (loss) income from continuing operations attributable to non-controlling interest ( 0.2 ) ( 0.1 ) 0.4 ( 0.2 )

Net income from continuing operations attributable to non-controlling interest — 0.3

Net income attributable to controlling interest $ 28.4 $ 23.5

1 unchanged sentence

Net income from continuing operations attributable to controlling interest $ 29.4 $ 24.3

(Loss) income from discontinued operations attributable to controlling interest, net of tax ( 0.8 ) ( 13.1 ) ( 2.2 ) 9.6

Loss from discontinued operations attributable to controlling interest, net of tax ( 1.0 ) ( 0.8 )

Net income attributable to controlling interest $ 28.4 $ 23.5

13 unchanged sentences

Condensed Consolidated Statements of Comprehensive Income

For the three and nine month periods ended June 29, 2025 and June 30, 2024

For the three month periods ended December 28, 2025 and December 29, 2024

Three Month Periods Ended

Nine Month Periods Ended

(in millions)

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

December 28, 2025 December 29, 2024

Net income $ 28.4 $ 23.8

Other comprehensive income (loss)

Other comprehensive income

Foreign currency translation gain (loss)

Foreign currency translation gain (loss) 11.5 ( 65.1 )

Unrealized loss from net investment hedge — ( 3.5 ) — ( 13.2 )

Foreign currency translation gain (loss) before tax 60.4 ( 11.2 ) 26.4 3.9

Deferred tax effect — 2.3

Foreign currency translation gain (loss), net 11.5 ( 62.8 )

Unrealized (loss) gain on derivative instruments

Unrealized gain on derivative instruments

Unrealized (loss) gain on derivative instruments before reclassification ( 1.9 ) 15.0

Net reclassification for loss to income from continuing operations 2.3 0.7

Unrealized (loss) gain on derivative instruments after reclassification ( 12.5 ) 4.0 ( 4.8 ) 4.6

Unrealized gain on derivative instruments after reclassification 0.4 15.7

Deferred tax effect — ( 4.0 )

Net unrealized (loss) gain on derivative instruments ( 9.1 ) 2.6 ( 3.5 ) 3.1

Defined benefit pension (loss) gain

Defined benefit pension loss before reclassification ( 1.8 ) — ( 0.9 ) ( 0.9 )

Net unrealized gain on derivative instruments 0.4 11.7

Defined benefit pension gain

Defined benefit pension gain before reclassification — 1.8

Net reclassification for loss to income from continuing operations 0.3 0.5

Defined benefit pension (loss) gain after reclassification ( 1.3 ) 0.2 0.6 ( 0.3 )

Defined benefit pension gain after reclassification 0.3 2.3

Deferred tax effect ( 0.1 ) ( 0.6 )

Net defined benefit pension (loss) gain ( 1.0 ) 0.1 0.4 ( 0.1 )

Net defined benefit pension gain 0.2 1.7

Comprehensive income (loss) 40.5 ( 25.6 )

Comprehensive income from continuing operations attributable to non-controlling interest 0.3 — 0.2 —

Comprehensive loss from continuing operations attributable to non-controlling interest — ( 0.3 )

Comprehensive income (loss) attributable to controlling interest $ 40.5 $ ( 25.3 )

2 unchanged sentences

Condensed Consolidated Statements of Shareholders' Equity

For the nine month period ended June 29, 2025

For the three month period ended December 28, 2025

Common Stock Additional Paid-in Capital

3 unchanged sentences

Total Shareholders' Equity

Non-controlling Interest

(in millions) Shares Amount

2 unchanged sentences

Loss from discontinued operations, net of tax — — — ( 1.0 ) — — ( 1.0 )

Other comprehensive loss, net of tax — — — — ( 49.1 ) — ( 49.1 ) ( 0.3 ) ( 49.4 )

Treasury stock repurchases ( 0.8 ) — — — — ( 72.9 ) ( 72.9 ) — ( 72.9 )

Excise tax on net share repurchases — — — — — ( 0.6 ) ( 0.6 ) — ( 0.6 )

Restricted stock issued and related tax withholdings 0.1 — ( 10.3 ) — — 5.9 ( 4.4 ) — ( 4.4 )

Share based compensation — — 4.7 — — — 4.7 — 4.7

Dividends declared — — — ( 13.6 ) — — ( 13.6 ) — ( 13.6 )

Dividend declared by subsidiary to NCI — — — — — — — ( 0.7 ) ( 0.7 )

Balances as of December 29, 2024 27.3 0.5 1,982.5 2,178.9 ( 253.1 ) ( 1,880.3 ) 2,028.5 0.1 2,028.6

Net income from continuing operations — — — 1.5 — — 1.5 0.3 1.8

Loss from discontinued operations, net of tax — — — ( 0.6 ) — — ( 0.6 ) — ( 0.6 )

Other comprehensive income, net of tax — — — — 12.1 — 12.1

1 unchanged sentence

Excise tax on net share repurchases — — — — — ( 0.2 ) ( 0.2 )

Share based compensation — — 5.2 — — — 5.2 — 5.2

Dividends declared — — — ( 12.5 ) — — ( 12.5 ) — ( 12.5 )

Balances as of March 30, 2025 25.3 0.5 1,987.7 2,167.3 ( 229.0 ) ( 2,041.8 ) 1,884.7 0.6 1,885.3

Net income (loss) from continuing operations — — — 20.7 — — 20.7 ( 0.2 ) 20.5

Loss from discontinued operations, net of tax — — — ( 0.8 ) — — ( 0.8 ) — ( 0.8 )

Other comprehensive income, net of tax — — — — 51.3 — 51.3 0.3 51.6

Treasury stock repurchases ( 0.9 ) — — — — ( 54.4 ) ( 54.4 ) — ( 54.4 )

Excise tax on net share repurchases — — — — — ( 0.5 ) ( 0.5 ) — ( 0.5 )

Restricted stock issued and related tax withholdings 0.2 — ( 22.9 ) — — 14.7 ( 8.2 )

1 unchanged sentence

Dividends declared — — — ( 11.3 ) — — ( 11.3 )

Dividend paid by subsidiary to NCI — — — — — — — ( 0.7 ) ( 0.7 )

Balances at June 29, 2025 24.4 $ 0.5 $ 1,992.3 $ 2,175.3 $ ( 177.7 ) $ ( 2,096.6 ) $ 1,893.8 $ — $ 1,893.8

Balances at December 28, 2025 23.3 $ 0.5 $ 1,979.5 $ 2,236.4 $ ( 159.8 ) $ ( 2,157.3 ) $ 1,899.3

See accompanying notes to the condensed consolidated financial statements

1 unchanged sentence

Condensed Consolidated Statements of Shareholders' Equity

For the nine month period ended June 30, 2024

For the three month period ended December 29, 2024

Common Stock Additional Paid-in Capital

7 unchanged sentences

Net income from continuing operations — — — 24.3 — — 24.3 0.3 24.6

Income from discontinued operations, net of tax — — — 11.7 — — 11.7 — 11.7

Other comprehensive income, net of tax — — — — 16.2 — 16.2 0.1 16.3

Accelerated share repurchase ( 1.3 ) — 83.2 — — ( 83.2 ) — — —

Treasury stock repurchases ( 3.3 ) — — — — ( 243.0 ) ( 243.0 ) — ( 243.0 )

Excise tax on net share repurchases — — — — — ( 3.1 ) ( 3.1 ) — ( 3.1 )

Restricted stock issued and related tax withholdings 0.1 — ( 14.3 ) — — 8.9 ( 5.4 ) — ( 5.4 )

Share based compensation — — 3.9 — — — 3.9 — 3.9

Dividends declared — — — ( 14.5 ) — — ( 14.5 ) — ( 14.5 )

Balances as of December 31, 2023 30.8 0.5 1,993.6 2,110.6 ( 233.2 ) ( 1,570.7 ) 2,300.8 0.9 2,301.7

Net income (loss) from continuing operations — — — 50.1 — — 50.1 ( 0.2 ) 49.9

Income from discontinued operations, net of tax — — — 11.0 — — 11.0 — 11.0

Other comprehensive income (loss), net of tax — — — — 2.0 — 2.0 ( 0.1 ) 1.9

Treasury stock repurchases ( 1.2 ) — — — — ( 97.6 ) ( 97.6 ) — ( 97.6 )

Excise tax on net share repurchases — — — — — ( 1.0 ) ( 1.0 ) — ( 1.0 )

Share based compensation — — 4.5 — — — 4.5 — 4.5

Dividends declared — — — ( 12.9 ) — — ( 12.9 ) — ( 12.9 )

Balances as of Balances as of March 31, 2024 29.6 0.5 1,998.1 2,158.8 ( 231.2 ) ( 1,669.3 ) 2,256.9 0.6 2,257.5

Net income (loss) from continuing operations — — — 19.2 — — 19.2 ( 0.1 ) 19.1

Loss from discontinued operations, net of tax — — — ( 0.8 ) — — ( 0.8 ) — ( 0.8 )

Other comprehensive loss, net of tax — — — — ( 49.1 ) — ( 49.1 ) ( 0.3 ) ( 49.4 )

Premium on capped call transactions, net of tax — — ( 19.2 ) — — — ( 19.2 ) — ( 19.2 )

Treasury stock repurchases ( 0.8 ) — — — — ( 72.9 ) ( 72.9 ) — ( 72.9 )

3 unchanged sentences

Dividends declared — — — ( 13.6 ) — — ( 13.6 ) — ( 13.6 )

Balances at June 30, 2024 28.0 $ 0.5 $ 1,983.1 $ 2,152.6 $ ( 238.9 ) $ ( 1,812.7 ) $ 2,084.6 $ 0.5 $ 2,085.1

Dividends paid by subsidiary to non-controlling interest — — — — — — — ( 0.7 ) ( 0.7 )

Balances as of December 29, 2024 27.3 $ 0.5 $ 1,982.5 $ 2,178.9 $ ( 253.1 ) $ ( 1,880.3 ) $ 2,028.5 $ 0.1 $ 2,028.6

See accompanying notes to the condensed consolidated financial statements

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

For the nine month periods ended June 29, 2025 and June 30, 2024

Nine Month Periods Ended

(in millions) June 29, 2025 June 30, 2024

For the three month periods ended December 28, 2025 and December 29, 2024

Three Month Periods Ended

(in millions) December 28, 2025 December 29, 2024

Cash flows from operating activities

Net income $ 28.4 $ 23.8

(Loss) income from discontinued operations, net of tax ( 2.2 ) 9.6

Loss from discontinued operations, net of tax ( 1.0 ) ( 0.8 )

Net income from continuing operations 29.4 24.6

Adjustments to reconcile net income from continuing operations to net cash used by operating activities from continuing operations:

Adjustments to reconcile net income from continuing operations to net cash provided (used) by operating activities from continuing operations:

Depreciation 15.6 14.0

1 unchanged sentence

Share based compensation 4.3 4.7

Impairment of intangible assets 15.7 43.0

Impairment of property, plant and equipment and operating lease assets 0.5 —

Gain on early extinguishment of debt — ( 2.7 )

Amortization of debt issuance costs and debt discount 2.6 3.0

Non-cash purchase accounting adjustments — 1.1

Deferred tax (benefit) expense ( 17.4 ) 3.3

Amortization of debt issuance costs 0.9 0.9

Deferred tax benefit ( 3.5 ) ( 1.9 )

Net changes in operating assets and liabilities 10.3 ( 124.7 )

Net cash provided by operating activities from continuing operations 33.1 178.4

Net cash provided (used) by operating activities from continuing operations 67.7 ( 71.9 )

Net cash used by operating activities from discontinued operations ( 0.3 ) ( 0.5 )

Net cash provided by operating activities 32.5 81.9

Net cash provided (used) by operating activities 67.4 ( 72.4 )

Cash flows from investing activities

Purchases of property, plant and equipment ( 8.1 ) ( 5.9 )

Purchases of short term investments — ( 849.3 )

Proceeds from sale of short term investments — 1,792.0

Purchase price settlement from sale of HHI — ( 26.9 )

Other investing activity ( 0.1 ) 0.2

Net cash (used) provided by investing activities ( 25.2 ) 885.0

Cash flows from financing activities

Payment of debt and debt premium ( 3.0 ) ( 2.6 )

Proceeds from issuance of debt 103.0 350.0

Payment of debt issuance costs — ( 0.1 )

Premium on capped call transactions — ( 25.2 )

Dividends paid to shareholders ( 10.9 ) ( 13.2 )

Dividends paid by subsidiary to non-controlling interest ( 1.4 ) —

Treasury stock purchases ( 35.5 ) ( 72.9 )

1 unchanged sentence

Share based award tax withholding payments, net of proceeds upon vesting ( 8.2 ) ( 4.4 )

Other financing activity 0.1 —

Net cash used by financing activities ( 57.6 ) ( 97.3 )

24 unchanged sentences

The exceptions are the first quarter, which begins on October 1, and the fourth quarter, which ends on September 30.

As a result, the fiscal period end date for the three and nine month periods included within this Quarterly Report for the Company are June 29, 2025 and June 30, 2024, respectively.

As a result, the fiscal period end date for the three month periods included within this Quarterly Report for the Company are December 28, 2025 and December 29, 2024, respectively.

Recently Issued Accounting Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , which provides updates to qualitative and quantitative reportable segment disclosure requirements, including enhanced disclosures about significant segment expenses and increased interim disclosure requirements, among others.

The amendments in ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted, and the amendments should be applied retrospectively.

This ASU will be effective for our annual report for the year ending September 30, 2025 and our interim reports for the first quarter of the year ending September 30, 2026.

The Company is currently evaluating the impact this ASU may have on the Company's consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

In December 2023, the FASB issued Accounting Standards Update ("ASU") 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures , which provides qualitative and quantitative updates to the rate reconciliation and income taxes paid disclosures, among others, in order to enhance the transparency of income tax disclosures, including consistent categories and greater disaggregation of information in the rate reconciliation and disaggregation by jurisdiction of income taxes paid.

2 unchanged sentences

however, retrospective application is also permitted.

This ASU will be effective for our annual report for the year ending September 30, 2026.

The Company is currently evaluating the impact this ASU may have on the Company's consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses , which provides updates to qualitative and quantitative disclosure requirements over the disaggregation of relevant expense captions within the income statement to provide more transparency and useful information on expenses including tabular presentation of prescribed expense categories such as the purchases of inventory, employee compensation, depreciation, intangible asset amortization, and inclusion of other specific expense, gains and losses required by existing GAAP with reconciliation of disaggregation to the face of the income statement.

This ASU will be effective for our fiscal year ending September 30, 2026.

The Company is currently evaluating the impact this ASU may have on our consolidated financial statement disclosures.

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses , which provides updates to qualitative and quantitative disclosure requirements over the disaggregation of relevant expense captions within the income statement to provide more transparency and useful information on expenses within the income statement including tabular presentation of prescribed expense categories such as the purchases of inventory, employee compensation, depreciation, intangible asset amortization, and inclusion of other specific expense, gains and losses required by existing GAAP with reconciliation of disaggregation to the face of the income statement.

The amendments in ASU 2024-03 are effective for fiscal years beginning after December 15, 2026, with early adoption permitted.

The amendment should be applied prospectively, however, retrospective application is also permitted.

This ASU will be effective for our annual report for the year ending September 30, 2028 and our interim reports for the first quarter of the year ending September 30, 2029.

The Company is currently evaluating the impact this ASU may have on the Company's consolidated financial statements.

This ASU will be effective for our fiscal year ending September 30, 2028.

The Company is currently evaluating the impact this ASU may have on our consolidated financial statement disclosures.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326):

2 unchanged sentences

This ASU will be effective for our fiscal year ending September 30, 2027.

The Company is currently evaluating the impact this ASU may have on the Company's consolidated financial statements.

SPECTRUM BRANDS HOLDINGS, INC.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in millions, unaudited)

NOTE 2 – EXIT AND DISPOSAL ACTIVITIES

During the nine month period ended June 29, 2025, the Company entered into initiatives within its HPC and GPC segments following the consolidation of functions and operations within the segments and changes in their commercial strategies for certain international markets, in addition to the restructuring of shared operations and enabling functions as the Company exits transition service agreements from previous divestitures, resulting in the realization of headcount reductions and related termination charges.

Total cumulative exit and disposal costs associated with these initiatives were $ 8.2 million, with approximately $ 3 million of additional costs forecasted in the foreseeable future.

The following summarizes restructuring charges for the three and nine month periods ended June 29, 2025 and June 30, 2024:

Three Month Periods Ended Nine Month Periods Ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Exit and disposal costs $ 4.2 $ 0.1 $ 8.2 $ 1.0

Selling, general & administrative expense 4.2 0.1 8.2 1.0

The following is a summary of restructuring charges by segment for the three and nine month periods ended June 29, 2025 and June 30, 2024.

Three Month Periods Ended Nine Month Periods Ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

GPC $ 0.5 $ — $ 0.8 $ —

HPC 2.7 — 5.3 0.7

Corporate and shared operations 1.0 0.1 2.1 0.3

Total exit and disposal activities $ 4.2 $ 0.1 $ 8.2 $ 1.0

The following is a summary of restructuring charges by cost type for the three and nine month periods ended June 29, 2025 and June 30, 2024.

(in millions)

Benefits Other

Three month period ended June 29, 2025 $ 3.6 $ 0.6 $ 4.2

Three month period ended June 30, 2024 0.1 — 0.1

Nine month period ended June 29, 2025 7.5 0.7 8.2

Nine month period ended June 30, 2024 0.5 0.5 1.0

The following is a roll forward of the accrual for restructuring charges by cost type for the nine month period ended June 29, 2025.

(in millions) Termination

Benefits Other

September 30, 2024 $ 1.2 $ 0.1 $ 1.3

Provisions 6.6 — 6.6

Cash expenditures ( 3.9 ) ( 0.1 ) ( 4.0 )

Foreign currency and other 0.1 — 0.1

June 29, 2025 $ 4.0 $ — $ 4.0

The Company is currently evaluating the impact this ASU may have on our consolidated financial statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software , which modernizes previously written guidance around internal-use software costs by eliminating accounting consideration of software project development stages and provide for cost capitalization when management has authorized and committed funding to the project and that the project is considered 'probable' of completion and the software used to perform the function as intended, along with prescriptive disclosure requirements associated with internal-use software costs to be consistent with Subtopic 360-10, Property, Plant and Equipment regardless of how those costs are presented in the financial statements.

The amendments in ASU 2025-06 are effective for fiscal years beginning after December 15, 2027, with early adoption permitted.

The amendment may be applied either retrospectively or prospectively or on a modified prospective basis prescribed by the ASU.

This ASU will be effective for our fiscal year ending September 30, 2029.

The Company is currently evaluating the impact this ASU may have on our consolidated financial statements.

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815), Hedge Accounting Improvements , which aligns financial reporting with the economics of some of an entity’s risk management activities by updating similar risk assessment for cash flow hedges, hedging interest payments on choose-your-rate debt, cash flow hedges of nonfinancial forecasted transactions, net written options as hedging instruments, and foreign currency-denominated debt designated as a hedging instrument and a hedged item.

The amendments in ASU 2025-09 are effective for annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods and applied on a prospective basis.

This ASU will be effective for our fiscal year ending September 30, 2028.

The Company is currently evaluating the impact this ASU may have on our consolidated financial statements.

SPECTRUM BRANDS HOLDINGS, INC.

3 unchanged sentences

The Company generates all of its revenue from contracts with customers.

The following table disaggregates our revenue for the three and nine month periods ended June 29, 2025 and June 30, 2024, by segment and geographic region (based upon destination) and revenue type:

Three Month Period Ended June 29, 2025 Three Month Period Ended June 30, 2024

The following table disaggregates our revenue for the three month periods ended December 28, 2025 and December 29, 2024, by segment and geographic region (based upon destination) and revenue type.

Three Month Period Ended December 28, 2025 Three Month Period Ended December 29, 2024

(in millions) GPC H&G HPC Total GPC H&G HPC Total

9 unchanged sentences

Total revenue $ 281.6 $ 73.9 $ 321.5 $ 677.0 $ 260.0 $ 92.1 $ 348.1 $ 700.2

Nine Month Period Ended June 29, 2025 Nine Month Period Ended June 30, 2024

(in millions) GPC H&G HPC Total GPC H&G HPC Total

Geographic Sales

NA $ 466.5 $ 428.3 $ 320.2 $ 1,215.0 $ 532.3 $ 437.9 $ 357.8 $ 1,328.0

EMEA 289.6 — 358.7 648.3 286.7 — 357.5 644.2

LATAM 8.4 5.3 131.6 145.3 9.8 5.8 132.6 148.2

APAC 19.9 — 47.0 66.9 20.2 — 49.6 69.8

Total revenue $ 784.4 $ 433.6 $ 857.5 $ 2,075.5 $ 849.0 $ 443.7 $ 897.5 $ 2,190.2

Product Sales $ 775.0 $ 432.0 $ 852.3 $ 2,059.3 $ 838.0 $ 441.7 $ 891.9 $ 2,171.6

Licensing 6.6 1.6 4.9 13.1 7.1 2.0 5.2 14.3

Service and other 2.8 — 0.3 3.1 3.9 — 0.4 4.3

Total revenue $ 784.4 $ 433.6 $ 857.5 $ 2,075.5 $ 849.0 $ 443.7 $ 897.5 $ 2,190.2

The Company has identified significant customers consisting of two large retail customers, each regularly exceeding 10% of consolidated net sales.

All segments sell products to the significant customers and sales with those customers are considered significant to the respective segments.

The following table summarizes significant concentration risk associated with net sales for the three and nine month periods ended June 29, 2025 and June 30, 2024.

Three Month Periods Ended Nine Month Periods Ended

(% of Net Sales) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

All segments sell products to the significant customers and sales with those retail customers are considered significant to the respective segments.

The following table summarizes significant concentration risk associated with net sales for the three month periods ended December 28, 2025 and December 29, 2024.

(% of Net Sales) December 28, 2025 December 29, 2024

Significant customers, exceeding 10% of net sales 37.1 % 38.0 %

Subject to Black & Decker trademark license agreement 13.6 % 12.5 %

The following summarizes the concentration risk of the associated receivables from the two significant customers.

The following summarizes the concentration risk of the associated receivables from the two significant retail customers.

There were no additional concentrations of credit risk exceeding 10% of net trade receivables.

(% of Trade Receivables, Net) June 29, 2025 September 30, 2024

Significant customers 47.9 % 42.6 %

The following summarizes the allowance for product returns with direct customers and estimated credit losses on trade receivables as of June 29, 2025 and September 30, 2024.

(% of Trade Receivables, Net) December 28, 2025 September 30, 2025

Significant customers, exceeding 10% of net trade receivables 40.6 % 41.6 %

The following summarizes the allowance for product returns with direct customers and estimated credit losses on trade receivables as of December 28, 2025 and September 30, 2025.

Costs and reserves associated with standard product warranties with consumers are not material to the condensed consolidated financial statements.

(in millions) Line Item June 29, 2025 September 30, 2024

Liability for product returns Other current liabilities $ 10.4 $ 14.4

(in millions) Line Item December 28, 2025 September 30, 2025

Allowance for doubtful accounts Trade receivables, net $ 7.1 $ 6.3

Liability for product returns Other current liabilities 13.1 9.8

SPECTRUM BRANDS HOLDINGS, INC.

3 unchanged sentences

Inventories consists of the following.

(in millions) June 29, 2025 September 30, 2024

(in millions) December 28, 2025 September 30, 2025

Raw materials $ 49.4 $ 45.7

4 unchanged sentences

Property, plant and equipment consist of the following.

(in millions) June 29, 2025 September 30, 2024

(in millions) December 28, 2025 September 30, 2025

Land, buildings and improvements $ 91.0 $ 91.3

6 unchanged sentences

Property, plant and equipment, net $ 247.9 $ 255.0

Depreciation expense on property, plant and equipment for the three and nine month periods ended June 29, 2025 and June 30, 2024 is as follows.

Three Month Periods Ended Nine Month Periods Ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Depreciation expense on property, plant and equipment for the three month periods ended December 28, 2025 and December 29, 2024 is as follows.

(in millions) December 28, 2025 December 29, 2024

Depreciation expense $ 15.6 $ 14.0

During the three and nine month period ending June 29, 2025, the Company recognized an impairment charge of $ 7.8 million on its finance lease for office space in Middleton, WI following the Company's exit from transition service agreements from previous divestitures and lack of sufficient sublease income to mitigate outgoing cash flow on unused components.

Deferred implementation costs for hosted cloud computing arrangements are as follows.

(in millions) June 29, 2025 September 30, 2024

(in millions) December 28, 2025 September 30, 2025

Deferred cloud computing costs, net $ 2.6 $ 3.7

1 unchanged sentence

Deferred charges and other 0.4 0.4

Amortization expense of deferred implementation costs for hosted cloud computing costs arrangements for the three and nine month periods ended June 29, 2025 and June 30, 2024 is as follows:

Three Month Periods Ended Nine Month Periods Ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Amortization expense of deferred implementation costs for hosted cloud computing costs arrangements for the three month periods ended December 28, 2025 and December 29, 2024 is as follows.

(in millions) December 28, 2025 December 29, 2024

Amortization expense $ 1.4 $ 1.5

7 unchanged sentences

Foreign currency impact 0.7 — 0.7

As of June 29, 2025 $ 526.3 $ 342.6 $ 868.9

As of December 28, 2025 $ 524.9 $ 342.6 $ 867.5

The carrying value and accumulated amortization of intangible assets are as follows.

June 29, 2025 September 30, 2024

December 28, 2025 September 30, 2025

(in millions) Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net

6 unchanged sentences

Total intangible assets $ 1,456.6 $ ( 527.6 ) $ 929.0 $ 1,462.5 $ ( 524.9 ) $ 937.6

During the nine month period ended June 29, 2025, the Company and its HPC segment recognized a triggering event associated with its PowerXL® tradename attributable to declining sales expectations on products associated with the brand and a change in our direct to consumer strategy resulting in an impairment charge of $ 15.7 million.

Amortization expense on intangible assets for the three and nine month periods ended June 29, 2025 and June 30, 2024 is as follows.

Three Month Periods Ended Nine Month Periods Ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Amortization expense on intangible assets for the three month periods ended December 28, 2025 and December 29, 2024 is as follows.

(in millions) December 28, 2025 December 29, 2024

Amortization expense $ 10.2 $ 10.5

7 unchanged sentences

Debt with external lenders consist of the following.

June 29, 2025 September 30, 2024

December 28, 2025 September 30, 2025

(in millions) Amount Rate Amount Rate

Revolver Facility, variable rate, expiring October 19, 2028 $ 103.0 5.9 % $ — — %

3.375 % Exchangeable Notes, due June 1, 2029

12 unchanged sentences

Credit Agreement

As of June 29, 2025, there is $ 103.0 million of borrowings outstanding under the Company’s $ 500 million revolving credit facility (the “Revolver Facility”) under the Second Amended and Restated Credit Agreement, dated as of October 19, 2023, by and among the Company, SB/RH Holdings, LLC, Royal Bank of Canada, as the administrative agent, and the lenders party thereto, with a borrowing availability under the Revolver Facility of $ 388.5 million, net outstanding letters of credit of $ 8.5 million.

As of December 28, 2025, there are no borrowings outstanding under the Company’s $ 500 million revolving credit facility (the “Revolver Facility”) under the Second Amended and Restated Credit Agreement, dated as of October 19, 2023, by and among the Company, SB/RH Holdings, LLC, Royal Bank of Canada, as the administrative agent, and the lenders party thereto, with a borrowing availability under the Revolver Facility of $ 492.2 million, net outstanding letters of credit of $ 7.8 million.

3.375 % Exchangeable Notes due June 1, 2029 ("Exchangeable Notes")

Subsequent to the issuance of the Exchangeable Notes, the Company increased its quarterly dividend rate to $ 0.47 per share.

As such, the exchange rate for the Exchangeable Notes due June 1, 2029 was adjusted to 8.2229 shares of common stock per $1,000 principal amount of notes (which is equal to an initial conversion price of approximately $ 121.61 per share of the Company's common stock), subject to further adjustment as set forth in the indenture.

Concurrently, the strike price with the associated Capped Calls was updated to approximately $ 121.61 per share, subject to certain additional adjustments, corresponding to the change in exchange price of the Exchangeable Notes, and the cap price was updated to approximately $ 159.03 per share, subject to certain additional adjustments.

As such, the exchange rate for the Exchangeable Notes due June 1, 2029 has been adjusted to 8.2375 shares of common stock per $1,000 principal amount of notes (which is equal to an initial conversion price of approximately $ 121.40 per share of the Company's common stock), subject to further adjustment as set forth in the indenture.

Concurrently, the strike price with the associated Capped Calls has been updated to approximately $ 121.40 per share, subject to certain additional adjustments, corresponding to the change in exchange price of the Exchangeable Notes, and the cap price has been updated to approximately $ 158.75 per share, subject to certain additional adjustments.

SPECTRUM BRANDS HOLDINGS, INC.

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The Company periodically enters into forward foreign exchange contracts to hedge the cash flow risk from the forecasted purchase and sale of inventory denominated in foreign currencies, and designated as a cash flow hedge.

These obligations generally require the Company to exchange foreign currencies for Australian Dollars, Canadian Dollars, Euros, Japanese Yen, Mexican Pesos, Pound Sterling, or U.S.

The fair value of the related hedge is recorded in Accumulated Other Comprehensive Income ("AOCI") and as a derivative asset or liability, as applicable, until the purchase or sale is recognized, or otherwise determined to be ineffective or discontinued, at which point the fair value of the related hedge is reclassified to earnings.

These obligations generally require the Company to exchange foreign currencies for Australian Dollars, Canadian Dollars, Colombian Pesos, Euros, Japanese Yen, Mexican Pesos, Pound Sterling, or U.S.

The fair value of effective hedges are recorded in Accumulated Other Comprehensive Income ("AOCI") and as a derivative asset or liability, as applicable, until the purchase or sale is recognized, or otherwise determined to be ineffective or discontinued, at which point the fair value of the related hedge is reclassified to earnings.

Derivative Instruments Not Designated as Hedge.

The Company periodically enters into forward contracts to economically hedge a portion of risk from intercompany balances denominated in foreign currencies.

These obligations generally require the Company to exchange foreign currencies for Canadian Dollars, Colombian Peso, Euros, Czech Koruna, Japanese Yen, Mexican Peso, Polish Zloty, Pound Sterling, Singapore Dollar, Swiss Franc, Turkish Lira, or U.S.

These obligations generally require the Company to exchange foreign currencies for Australian Dollars, Canadian Dollars, Czech Koruna, Euros, Japanese Yen, Polish Zloty, Pound Sterling, or U.S.

These foreign exchange contracts are fair value hedges of related intercompany balances with the gain or loss on the derivative instruments recorded in earnings offsetting the change in value of the related intercompany balance.

The following summarizes outstanding notional balances and maturities of derivative instruments as of June 29, 2025 and September 30, 2024.

June 29, 2025 September 30, 2024

The following summarizes outstanding notional balances and maturities of derivative instruments as of December 28, 2025 and September 30, 2025.

December 28, 2025 September 30, 2025

(in millions) Notional Balance Maturities thru Notional Balance Maturities thru

Foreign exchange contracts - cash flow hedges $ 336.3 December 2026 $ 351.7 June 2026

Foreign exchange contracts - not designated as hedge $ 452.0 July 2025 466.9 October 2024

Foreign exchange contracts - cash flow hedges $ 325.4 June 2027 $ 333.5 March 2027

Foreign exchange contracts - not designated as hedge 125.1 January 2026 447.7 October 2025

The following summarizes the fair value and location of outstanding derivative instruments in the Condensed Consolidated Statements of Financial Position.

(in millions) Line Item June 29, 2025 September 30, 2024

(in millions) Line Item December 28, 2025 September 30, 2025

Derivative Assets

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Total Derivative Liabilities $ 10.0 $ 9.6

The fair value for derivative instruments excludes collateral or standby letter of credit associated with derivative instruments, of which there were none as of June 29, 2025 and September 30, 2024.

The fair value for derivative instruments excludes collateral or standby letter of credit associated with derivative instruments, of which there were none as of December 28, 2025 and September 30, 2025.

The Company is not a party to derivative agreements that require collateral to be posted prior to settlement.

The following summarizes the pre-tax gain (loss) from derivative instruments and location in the Condensed Consolidated Statements of Income for the three and nine month periods ended June 29, 2025 and June 30, 2024, respectively.

Three Month Periods Ended Nine Month Periods Ended

(in millions) Line Item June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Foreign exchange contracts - cash flow hedges Net sales $ 0.1 $ 0.1 $ 0.1 $ 0.2

Foreign exchange contracts - cash flow hedges Cost of goods sold ( 3.0 ) ( 2.5 ) ( 2.5 ) ( 12.5 )

The following summarizes the pre-tax gain (loss) from derivative instruments and location in the Condensed Consolidated Statements of Income for the three month periods ended December 28, 2025 and December 29, 2024, respectively.

(in millions) Line Item December 28, 2025 December 29, 2024

Foreign exchange contracts - cash flow hedges (effective portion) Cost of goods sold $ ( 2.3 ) $ ( 0.7 )

Foreign exchange contracts - cash flow hedges (ineffective portion)

Cost of goods sold ( 2.0 ) —

Foreign exchange contracts - not designated as hedge Other non-operating expense, net ( 0.4 ) ( 3.3 )

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See Note 10 - Accumulated Other Comprehensive Income for unrealized gains and losses initially recognized as other comprehensive income and the accumulated unrealized gain (loss) associated with cash flow hedges recognized in AOCI.

As of June 29, 2025, the net loss estimated to be reclassified from AOCI into earnings associated with cash flow hedges over the next 12 months is $ 11.0 million, net of tax.

As of December 28, 2025, the net loss estimated to be reclassified from AOCI into earnings associated with cash flow hedges over the next 12 months is $ 5.0 million, net of tax.

SPECTRUM BRANDS HOLDINGS, INC.

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The Company has not changed the valuation techniques used in measuring the fair value of any financial assets and liabilities during the year.

The carrying value and estimated fair value of financial instruments as of June 29, 2025 and September 30, 2024 according to the fair value hierarchy are as follows:

June 29, 2025 September 30, 2024

The carrying value and estimated fair value of financial instruments as of December 28, 2025 and September 30, 2025 according to the fair value hierarchy are as follows.

December 28, 2025 September 30, 2025

(in millions) Level 1 Level 2 Level 3 Fair Value Carrying Amount Level 1 Level 2 Level 3 Fair Value Carrying Amount

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NOTE 9 – SHAREHOLDERS' EQUITY

The following summarizes the activity of common stock repurchases for the three and nine month periods ended June 29, 2025 and June 30, 2024.

June 29, 2025 June 30, 2024

The following summarizes the activity of common stock repurchases for the three month periods ended December 28, 2025 and December 29, 2024.

December 28, 2025 December 29, 2024

Three Month Periods Ended

2 unchanged sentences

Open Market Purchases 0.6 $ 55.11 $ 35.5 0.8 $ 90.95 $ 72.9

Private Purchases — $ — — 0.5 93.74 50.0

Total Purchases 0.9 $ 59.88 $ 54.4 1.6 $ 88.72 $ 142.2

June 29, 2025 June 30, 2024

Nine Month Periods Ended

(in millions except per share data)

Number of Shares Repurchased Average Price Per Share Amount Number of Shares Repurchased Average Price Per Share Amount

Open Market Purchases 3.7 $ 78.30 $ 287.2 5.6 $ 77.48 $ 432.7

Private Purchases — $ — — 0.5 93.74 50.0

ASR — — — 1.3 65.84 83.2

Total Purchases 3.7 $ 78.30 $ 287.2 7.4 $ 76.66 $ 565.9

In December 2024, the Company entered into a $ 150.0 million rule 10b5-1 repurchase plan to facilitate daily market share repurchases through December 16, 2025, until the cap is reached or until the plan is terminated.

This plan reached its cap and was terminated in February 2025 with a total of 1.8 million shares repurchased for $ 150.0 million, which are included in the open market purchases above.

In March 2025, the Company entered into a new rule 10b5-1 repurchase plan for $ 50.0 million to facilitate daily market share repurchases through November 14, 2025, until the cap is reached or until the plan is terminated.

This plan reached its cap and was terminated in June 2025 with a total of 0.8 million shares repurchased for $ 50.0 million, which are included in the open market purchases above.

In June 2025, the Company entered into a new rule 10b5-1 repurchase plan for $ 50.0 million to facilitate daily market share repurchases through February 13, 2026, until the cap is reached or until the plan is terminated.

As of June 29, 2025, there has been $ 6.0 million repurchased pursuant to the new 10b5-1 repurchase plan, which are included in the open market purchases above.

SPECTRUM BRANDS HOLDINGS, INC.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in millions, unaudited)

NOTE 11 - SHARE BASED COMPENSATION

The following is a summary of share based compensation expense included in Selling, General & Administrative on the Company's Condensed Consolidated Statements of Income for the three and nine month periods ended June 29, 2025 and June 30, 2024:

Three month periods ended Nine month periods ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Share based compensation expense $ 4.8 $ 4.5 $ 14.7 $ 12.9

The following is a summary of RSU grants issued during the nine month period ended June 29, 2025, which are consistent to the vesting conditions for time-based RSU grants and performance-based RSU grants previously disclosed, without substantial discrepancy:

(in millions, except per share data) Units Weighted Average Grant Fair Value Fair Value at Grant Date

Time-based grants

Vesting in less than 12 months 0.04 $ 86.95 $ 3.3

Vesting in more than 12 months 0.08 88.94 6.7

Total time-based grants 0.12 88.27 10.0

Performance-based grants 0.16 89.46 14.7

Total grants 0.28 88.98 $ 24.7

In June 2025, the Company entered into a rule 10b5-1 repurchase plan for $ 50.0 million to facilitate daily market share repurchases through February 13, 2026, until the cap is reached or until the plan is terminated, which was subsequently amended in September 2025 to increase the cap to $ 100 million.

Repurchases through the rule 10b5-1 repurchase plans are included in the open market purchases above.

As of December 28, 2025, there has been $ 80.8 million repurchased pursuant to the new 10b5-1 repurchase plan.

SPECTRUM BRANDS HOLDINGS, INC.

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NOTE 10 - ACCUMULATED OTHER COMPREHENSIVE INCOME

The change in the components of AOCI for the nine month period ended June 29, 2025, was as follows:

The change in the components of AOCI for the three month period ended December 28, 2025, was as follows.

(in millions) Foreign Currency Translation Derivative Instruments Defined Benefit Pension Total

1 unchanged sentence

$ ( 140.3 ) $ 0.6 $ ( 32.2 ) $ ( 171.9 )

Other comprehensive (loss) income before reclassification ( 65.1 ) 15.0 1.8 ( 48.3 )

Net reclassification for loss to income from continuing operations — 0.7 0.5 1.2

Other comprehensive (loss) income before tax ( 65.1 ) 15.7 2.3 ( 47.1 )

Deferred tax effect 2.3 ( 4.0 ) ( 0.6 ) ( 2.3 )

Other comprehensive (loss) income, net of tax ( 62.8 ) 11.7 1.7 ( 49.4 )

other comprehensive loss from continuing operations attributable to non-controlling interest ( 0.3 ) — — ( 0.3 )

Other comprehensive (loss) income attributable to controlling interest ( 62.5 ) 11.7 1.7 ( 49.1 )

Balance at December 29, 2024 ( 226.6 ) 9.5 ( 36.0 ) ( 253.1 )

Other comprehensive income (loss) before reclassification

Net reclassification for (gain) loss to income from continuing operations — ( 1.2 ) 0.5 ( 0.7 )

Other comprehensive income (loss) before tax 31.1 ( 8.0 ) ( 0.4 ) 22.7

Deferred tax effect ( 0.4 ) 1.9 0.1 1.6

Other comprehensive income (loss), net of tax 30.7 ( 6.1 ) ( 0.3 ) 24.3

other comprehensive income from continuing operations attributable to non-controlling interest 0.2 — — 0.2

Other comprehensive income (loss) attributable to controlling interest 30.5 ( 6.1 ) ( 0.3 ) 24.1

Balance at March 30, 2025 ( 196.1 ) 3.4 ( 36.3 ) ( 229.0 )

Other comprehensive income (loss) before reclassification 60.4 ( 15.4 ) ( 1.8 ) 43.2

11.5 ( 1.9 ) — 9.6

Net reclassification for loss to income from continuing operations — 2.3 0.3 2.6

Other comprehensive income (loss) before tax 60.4 ( 12.5 ) ( 1.3 ) 46.6

Other comprehensive income before tax

11.5 0.4 0.3 12.2

Deferred tax effect — — ( 0.1 ) ( 0.1 )

Other comprehensive income (loss), net of tax 61.7 ( 9.1 ) ( 1.0 ) 51.6

other comprehensive income from continuing operations attributable to non-controlling interest 0.3 — — 0.3

Other comprehensive income (loss) attributable to controlling interest 61.4 ( 9.1 ) ( 1.0 ) 51.3

Balance at June 29, 2025 $ ( 134.7 ) $ ( 5.7 ) $ ( 37.3 ) $ ( 177.7 )

The following presents reclassifications of the gain (loss) on the Condensed Consolidated Statements of Income from AOCI for the three and nine month period ended June 29, 2025:

(in millions) Three Month Period Ended June 29, 2025 Nine Month Period Ended June 29, 2025

Derivative Instruments Defined Benefit Pension Total Derivative Instruments Defined Benefit Pension Total

Net sales $ 0.1 $ — $ 0.1 $ 0.1 $ — $ 0.1

Other comprehensive income, net of tax

11.5 0.4 0.2 12.1

Other comprehensive income attributable to controlling interest

11.5 0.4 0.2 12.1

Balance at December 28, 2025 $ ( 128.8 ) $ 1.0 $ ( 32.0 ) $ ( 159.8 )

The following presents reclassifications of the gain (loss) on the Condensed Consolidated Statements of Income from AOCI for the three month period ended December 28, 2025:

(in millions) Derivative Instruments Defined Benefit Pension Total

Cost of goods sold $ ( 2.3 ) $ — $ ( 2.3 )

Other non-operating expense, net — ( 0.3 ) ( 0.3 )

SPECTRUM BRANDS HOLDINGS, INC.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in millions, unaudited)

NOTE 12 - ACCUMULATED OTHER COMPREHENSIVE INCOME (continued)

The change in the components of AOCI for the nine month period ended June 30, 2024, was as follows:

The change in the components of AOCI for the three month period ended December 29, 2024, was as follows.

Foreign Currency Translation Derivative Instruments Defined Benefit Pension Total

1 unchanged sentence

$ ( 164.1 ) $ ( 2.2 ) $ ( 37.7 ) $ ( 204.0 )

Other comprehensive income (loss) before reclassification 15.4 ( 10.6 ) ( 1.1 ) 3.7

Net reclassification for loss to income from continuing operations — 5.1 0.2 5.3

Other comprehensive income (loss) before tax 15.4 ( 5.5 ) ( 0.9 ) 9.0

Deferred tax effect 5.6 1.5 0.2 7.3

Other comprehensive income (loss), net of tax 21.0 ( 4.0 ) ( 0.7 ) 16.3

other comprehensive income from continuing operations attributable to non-controlling interest 0.1 — — 0.1

Other comprehensive income (loss) attributable to controlling interest 20.9 ( 4.0 ) ( 0.7 ) 16.2

Balance at Balance at December 31, 2023 ( 195.2 ) ( 2.6 ) ( 35.4 ) ( 233.2 )

Other comprehensive (loss) income before reclassification

( 65.1 ) 15.0 1.8 ( 48.3 )

Net reclassification for loss to income from continuing operations — 0.7 0.5 1.2

Other comprehensive (loss) income before tax

( 65.1 ) 15.7 2.3 ( 47.1 )

Deferred tax effect 2.3 ( 4.0 ) ( 0.6 ) ( 2.3 )

Other comprehensive (loss) income, net of tax

( 62.8 ) 11.7 1.7 ( 49.4 )

other comprehensive loss from continuing operations attributable to non-controlling interest

Other comprehensive (loss) income attributable to controlling interest ( 3.2 ) 4.6 0.6 2.0

Balance at March 31, 2024 ( 198.4 ) 2.0 ( 34.8 ) ( 231.2 )

Other comprehensive (loss) income before reclassification ( 11.2 ) 1.6 — ( 9.6 )

Net reclassification for loss to income from continuing operations — 2.4 0.2 2.6

Other comprehensive (loss) income before tax ( 11.2 ) 4.0 0.2 ( 7.0 )

Deferred tax effect 0.8 ( 1.4 ) ( 0.1 ) ( 0.7 )

( 0.3 ) — — ( 0.3 )

Other comprehensive (loss) income attributable to controlling interest

Balance at June 30, 2024 $ ( 208.8 ) $ 4.6 $ ( 34.7 ) $ ( 238.9 )

The following table presents reclassifications of the gain (loss) on the Condensed Consolidated Statements of Income from AOCI for the three and nine month period ended June 30, 2024:

(in millions) Three Month Period Ended June 30, 2024 Nine Month Period Ended June 30, 2024

Derivative Instruments Defined Benefit Pension Total Derivative Instruments Defined Benefit Pension Total

Net sales $ 0.1 $ — $ 0.1 $ 0.2 $ — $ 0.2

( 62.5 ) 11.7 1.7 ( 49.1 )

Balance at December 29, 2024 $ ( 226.6 ) $ 9.5 $ ( 36.0 ) $ ( 253.1 )

The following table presents reclassifications of the gain (loss) on the Condensed Consolidated Statements of Income from AOCI for the three month period ended December 29, 2024.

(in millions) Derivative Instruments Defined Benefit Pension Total

Cost of goods sold $ ( 0.7 ) $ — $ ( 0.7 )

4 unchanged sentences

NOTE 11 - INCOME TAXES

The effective tax rate for the three and nine month periods ended June 29, 2025 and June 30, 2024, was as follows:

Three Month Periods Ended Nine Month Periods Ended

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

The effective tax rate for the three month periods ended December 28, 2025 and December 29, 2024, was as follows:

December 28, 2025 December 29, 2024

Effective tax rate ( 43.7 ) % 32.5 %

The estimated annual effective tax rate applied to the three and nine month periods ended June 29, 2025, differs from the US federal statutory rate of 21% principally due to income earned outside the U.S.

The estimated annual effective tax rate applied to the three month period ended December 28, 2025, differs from the US federal statutory rate of 21% principally due to income earned outside the U.S.

that is subject to U.S.

3 unchanged sentences

taxable income for Fiscal 2026, which does not allow it to take advantage of the foreign-derived intangible income deduction or foreign tax credits on its GILTI income.

The Company’s federal effective tax rate on GILTI was therefore 21%.

During the three month period ended June 29, 2025, the Company recorded $ 7.2 million in tax benefits related to state law changes.

During the three and nine month periods ended June 29, 2025, the Company recorded $ 2.2 million and $ 6.8 million, respectively, of interest related to its uncertain tax positions in income tax expense.

The Company’s mix of U.S.

and foreign income and the level of pretax income result in the accrued interest having a substantial impact on the three and six month period effective tax rates.

The Organization for Economic Co-operations and Development has introduced a framework to implement a global minimum corporate income tax of 15% referred to as "Pillar Two." Certain countries have adopted legislation to implement Pillar Two, and other countries are in the process of introducing legislation to implement Pillar Two.

Many aspects of Pillar Two are effective for tax years beginning after January 1, 2024 with certain remaining aspects to be effective for tax years beginning January 1, 2025 or later.

Pillar Two legislation currently in effect for the Company's Fiscal 2025 has been incorporated into the projected annual effective tax rate, and is not anticipated to have a significant impact.

We continue to assess the impact of Pillar Two and monitor development in legislation, regulation, and interpretive guidance.

On July 4, 2025, the One Big Beautiful Bill Act (“the Act”) was enacted into law in the U.S.

The Act includes numerous provisions related to corporate income taxes with various effective dates.

While the Company is still evaluating the changes contained in the Act, it does not expect them to have a material effect on its ongoing effective tax rate.

SPECTRUM BRANDS HOLDINGS, INC.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in millions, unaudited)

The Company’s federal effective tax rate on GILTI was therefore 21 % During the three month period ended December 28, 2025, the Company effectively settled an uncertain tax position in the U.S.

As a result, the Company recognized a non-cash reduction in income tax expense of $ 17.6 million during the period.

NOTE 12 - COMMITMENTS AND CONTINGENCIES

5 unchanged sentences

We have not conducted invasive testing at all sites and locations and have identified an environmental remediation liability to the extent such remediation requirements have been identified and are considered estimable.

The following is a summary of the environment remediation liability as of June 29, 2025 and September 30, 2024:

(in millions) June 29, 2025 September 30, 2024

The following is a summary of the environmental remediation liability as of December 28, 2025 and September 30, 2025:

(in millions) December 28, 2025 September 30, 2025

Environmental remediation liability $ 5.3 $ 5.4

3 unchanged sentences

The Company may be named as a defendant in lawsuits involving product liability claims and maintains an estimated liability in the amount of management’s estimate for aggregate exposure for such liabilities based upon probable loss from loss reports, individual cases, and losses incurred but not reported.

As of June 29, 2025 and September 30, 2024, the Company recognized $ 2.0 million and $ 2.2 million, respectively, in product liability, included in Other Current Liabilities on the Condensed Consolidated Statements of Financial Position.

Product Safety Recalls.

The Company and its HPC segment had initiated voluntary product safety recalls in collaboration with the U.S.

Consumer Product Safety Commission (" CPSC") for specific products and has assessed the incremental costs attributable to the recall, including the anticipated returns of retail inventory from customers, write-off of affected inventory, and other costs to facilitate the recall such as notification, shipping and handling, consumer refunds, and rework and destruction of affected products, as needed, and evaluated the probability of redemption.

As of June 29, 2025 and September 30, 2024 , the Company recognized $ 5.5 million and $ 6.1 million , respectively, included in Other Current Liabilities on the Condensed Consolidated Statement of Financial Position associated with the estimated costs for the recalls, including the incremental product returns associated with the recall.

Additionally, for certain products affected by the recalls, the Company has indemnification provisions that are contractually provided by third parties for the affected products and recognized $ 7.9 million and $ 8.1 million as of June 29, 2025 and September 30, 2024, respectively, in Other Receivables on the Condensed Consolidated Statement of Financial Position related to recovery from such indemnification provisions.

Tristar Business Acquisition Litigation .

On February 28, 2022, the Company acquired all of the membership interests of HPC Brands, LLC, which consist of the home appliances and cookware business of Tristar Products, Inc.

(the "Tristar Business") pursuant to a Membership Interest Purchase agreement dated February 3, 2022 (the "Acquisition Agreement").

Following the purchase of the Tristar Business in February 2022, the Company and its HPC segment were detrimentally impacted by aspects of the acquired business’ operations and products, which negatively impacted subsequent operating performance and partner relationships of the acquired brands and segment.

Since the acquisition, the acquired business realized, among other things, significant distribution challenges, increased levels of retail inventory, reduced sales, increased promotional spending and deductions, higher level of product returns, and overall increased amount of costs.

Additionally, the segment had realized losses attributable to recalls for products associated with the acquired brands, increased risks over the realizability of receivables and inventory, and recognized an impairment on assets including the acquired goodwill and the PowerXL® tradename intangible assets and disposed of certain inventory and products associated with the acquired brands.

During the year ended September 30, 2023, the Company submitted a claim under its representation and warranty insurance policies, seeking coverage for certain losses resulting from breaches of representations and warranties in the Acquisition Agreement.

During the nine month period ended June 30, 2024, the Company recognized a gain of $ 65.0 million attributable to insurance proceeds received from its representation and warranty insurance policies.

The Company has been actively engaged in various litigation matters associated with the Tristar Business acquisition and continues to incur costs to facilitate such litigation matters.

As part of these various litigation matters, the HPC segment and the Company are seeking recovery for losses and other damage incurred in connection with the product recalls and separately for alleged fraud committed by sellers of the Tristar Business and other persons in connection with the sale of the Tristar Business to the Company, and in each case other damages and losses incurred by the HPC segment, the Company and the acquired business.

While the Company continues to pursue such actions, there can be no guarantees and assurances that recoveries associated with the litigation matters can be realized and recovered.

As of June 29, 2025, the Company believes it has assessed appropriate risks and recognized applicable losses and reserves reflecting the net assets of the Company and its HPC segment.

There have been no recent product issues that management believes would have a material impact on the Company's financial condition or operating results.

As of December 28, 2025 and September 30, 2025, the Company recognized $ 2.1 million and $ 2.0 million, respectively, in product liability, included in Other Current Liabilities on the Condensed Consolidated Statements of Financial Position.

SPECTRUM BRANDS HOLDINGS, INC.

2 unchanged sentences

NOTE 13 - SEGMENT INFORMATION

The Company identifies its segments based upon the internal organization that is used by management for making operating decisions, allocating capital and resources amongst the operations, and assessing performance as the source of its reportable segments.

The Company manages its continuing operations in three vertically integrated, product-focused reporting segments:

The Company is a diversified global branded consumer products company managed through three product-focused reporting segments:

(i) GPC, which consists of the Company’s global pet care business;

(ii) H&G, which consists of the Company’s home and garden, insect control and cleaning products business and (iii) HPC, which consists of the Company’s global small kitchen and personal care appliances businesses.

(ii) H&G, which consists of the Company’s home and garden, insect control and cleaning products business;

and (iii) HPC, which consists of the Company’s global small kitchen and personal care appliances business.

The Company identifies its segments as those operations whose results the Chief Operating Decision Maker ("CODM"), recognized as the Company's Chief Executive Officer, regularly reviews for making operating decisions, allocating capital and resources amongst the operations, and assessing performance as the source of its reportable segments.

Global strategic initiatives and financial objectives for each reportable segment are determined at the corporate level.

Each segment is responsible for implementing defined strategic initiatives and achieving certain financial objectives and has a president responsible for the sales and marketing initiatives and financial results for product lines within the segment.

Net sales relating to the segments for the three and nine month periods ended June 29, 2025 and June 30, 2024, are as follows:

Three Month Periods Ended Nine Month Periods Ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

GPC $ 255.2 $ 282.2 $ 784.4 $ 849.0

H&G 189.2 211.0 433.6 443.7

HPC 255.2 286.2 857.5 897.5

Net sales $ 699.6 $ 779.4 $ 2,075.5 $ 2,190.2

The Chief Operating Decision Maker of the Company uses Adjusted EBITDA (Earnings Before Interest, Tax, Depreciation and Amortization) as the primary operating metric in evaluating the business and making operating decisions.

EBITDA is calculated by excluding the Company’s income tax expense, interest expense, depreciation expense and amortization expense (from intangible assets) from net income.

Adjusted EBITDA also excludes certain non-cash adjustments including share based compensation (See Note 11 - Share Based Compensation for further detail);

impairment charges on property, plant and equipment, operating and finance lease assets, and goodwill and other intangible assets (See Note 5 - Property, Plant and Equipment and Note 6 - Goodwill and Intangible Assets and for further detail, as applicable);

gain or loss from the early extinguishment of debt through the repurchase or early redemption of outstanding debt (See Note 7 - Debt for further detail, as applicable);

and purchase accounting adjustments recognized in income subsequent to an acquisition attributable to the step-up in value on assets acquired, including, but not limited to, inventory or operating lease assets.

The CODM of the Company uses Adjusted EBITDA (Earnings Before Interest, Tax, Depreciation and Amortization) as the primary operating metric in evaluating the business and making operating decisions.

EBITDA is calculated by excluding the Company’s income tax expense, interest expense, depreciation expense and amortization expense (from intangible assets) from net income from continuing operations.

Adjusted EBITDA also excludes certain non-cash adjustments including share based compensation, impairment charges on property, plant and equipment, operating and finance lease assets, and goodwill and other intangible assets;

gain or loss from the early extinguishment of debt;

and purchase accounting adjustments recognized in income subsequent to an acquisition attributable to the step in value on assets acquired.

Additionally, the Company will further recognize adjustments from Adjusted EBITDA for other costs, gains and losses that are considered significant, non-recurring, or otherwise not supporting the continuing operations and revenue generating activity of the segment or Company, including but not limited to, exit and disposal activities or incremental costs associated with strategic transactions, restructuring and optimization initiatives such as the acquisition or divestiture of a business, related integration or separation costs, or the development and implementation of strategies to optimize or restructure the Company and its operations.

Segment net sales consists of revenue generated by contracts with external customers for the sale of products and services.

The Company does not have any significant or material intrasegment revenues.

See Note 2 - Revenue Recognition and Receivables for further breakdown of revenue by segment.

The segments are supported through center-led corporate shared service operations which are enabling functions to the segments consisting of finance and accounting, information technology, legal and human resource, supply chain and commercial operations.

Costs attributable to such shared service operations are allocated to the segments based upon various metrics which are considered representative to the use and support provided by such enabling functions to each of the segments.

From time to time, the Company may revise the measurement of overhead allocations and presentation of significant expenses, as determined by the information regularly reviewed by its CODM.

The Company has not included the results from discontinued operations within the following segment reporting when the discontinued operations were previously reported as a segment in any prior period.

Indirect costs from shared enabling functions supporting discontinued operations during the fiscal periods of the Company’s ownership of the divested segment, prior to the completion of the divestiture, are excluded from the reporting of income (loss) from discontinued operations and included within the income (loss) for continuing operations as they are not direct costs of the disposal group.

The indirect costs are considered unallocated shared service costs and not allocated across the remaining segments of the Company during the respective periods.

The Company also incurs costs attributable to corporate functions such as tax, treasury, internal audit, corporate finance, legal and corporate executive and board related governance costs, which are considered corporate costs of the Company and not allocated to the segments.

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NOTE 13 - SEGMENT INFORMATION (continued)

Segment Adjusted EBITDA for the reportable segments for the three and nine month periods ended June 29, 2025 and June 30, 2024, are as follows:

Three Month Periods Ended Nine month periods ended

(in millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

GPC $ 44.0 $ 56.7 $ 145.5 $ 171.8

H&G 38.6 43.3 74.6 71.8

HPC 7.0 11.8 41.0 56.3

Total segment adjusted EBITDA 89.6 111.8 261.1 299.9

Corporate 13.6 18.9 39.0 51.2

Financial information for the Company's segments, including net sales, significant expenses and reconciliation of Segment Adjusted EBITDA to Income from Continuing Operations Before Income Taxes for the three month periods ended December 28, 2025, and December 29, 2024 are as follows:

December 28, 2025 December 29, 2024

(in millions) GPC H&G HPC Total GPC H&G HPC Total

Net sales $ 281.6 $ 73.9 $ 321.5 $ 677.0 $ 260.0 $ 92.1 $ 348.1 $ 700.2

Cost of goods sold 174.5 43.8 217.1 435.4 153.2 56.7 232.6 442.5

Selling, general & administrative 66.9 30.6 89.8 187.3 63.2 31.0 90.9 185.1

Other non-operating expense, net 0.2 — ( 0.1 ) 0.1 0.5 — 3.0 3.5

depreciation & amortization

9.0 5.0 6.0 20.0 8.4 4.9 5.1 18.4

Segment Adjusted EBITDA $ 49.0 $ 4.5 $ 20.7 74.2 $ 51.5 $ 9.3 $ 26.7 87.5

Interest expense 6.8 6.2

Interest income ( 0.6 ) ( 13.4 ) ( 3.6 ) ( 54.3 )

Depreciation 15.6 14.0

Amortization 10.2 10.5

Corporate costs 12.2 12.3

Interest income

( 0.6 ) ( 2.6 )

Share-based compensation 4.3 4.7

Non-cash impairment charges 0.5 —

Non-cash purchase accounting adjustments — 0.2 — 1.1

Loss (gain) from early extinguishment of debt — 2.2 — ( 2.6 )

Exit and disposal costs 1.1 0.5

HHI separation costs 1

0.3 0.9 1.4 3.0

HPC separation initiatives 1

( 0.1 ) 5.4 0.9 8.5

Global ERP transformation 1

2.3 4.3 7.1 11.2

HPC product recall 2

Representation and warranty insurance proceeds 3

— — — ( 65.0 )

Litigation costs 4

1.2 0.8 2.8 2.2

0.6 ( 0.2 ) 1.1 0.7

Litigation charges 2

Income from continuing operations before income taxes $ 20.5 $ 36.4

________________________________________

1 Incremental costs associated with strategic transactions, restructuring and optimization initiatives, including, but not limited to, the acquisition or divestiture of a business, related integration or separation costs, or the development and implementation of strategies to optimize or restructure operations

2 Incremental net costs from product recalls in the HPC segment.

See Note 14 - Commitments and Contingencies for further detail.

3 Gain from the receipt of insurance proceeds on representation and warranty policies during the prior year associated with the Tristar Business acquisition.

See Note 14 - Commitments and Contingencies for further detail.

4 Litigation costs associated with the Tristar Business acquisition.

See Note 14 - Commitments and Contingencies for further detail.

5 Other is attributable to other project costs associated with distribution center transitions and key executive severance and one-time compensatory costs.

1 Costs attributable to a multi-year transformation project to upgrade and implement our enterprise-wide operating systems to SAP S/4 HANA on a global basis, including project management and professional services for planning, design, and business process review that do not qualify as software configuration and implementation costs recognized as capital expenditures or deferred costs under applicable accounting principles.

The Company had recently extended the project to include its HPC segment and anticipates costs to be incurred through further deployments through calendar year 2026.

2 Litigation costs are associated with the Company's cost to facilitate various ongoing litigation matters associated with the Tristar Business acquisition in Fiscal 2023, as previously discussed in our 2025 Annual Report.

3 Other is attributable to other project costs associated with previous strategic separation initiatives, distribution center transitions and key executive severance costs.

SPECTRUM BRANDS HOLDINGS, INC.

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(in millions, unaudited)

NOTE 13 - SEGMENT INFORMATION (continued)

Depreciation and amortization relating to the segments are as follows for the three month periods ended December 28, 2025 and December 29, 2024 :

(in millions) December 28, 2025 December 29, 2024

GPC $ 9.0 $ 8.4

Total segments 20.0 18.4

Corporate and shared operations 5.8 6.1

Total depreciation and amortization $ 25.8 $ 24.5

Segment assets consist of Inventories, net.

The following is a summary of segment assets and a reconciliation of segment assets to total assets of the Company were as follows as of December 28, 2025 and September 30, 2025:

Segment assets (in millions) December 28, 2025 September 30, 2025

GPC $ 147.9 $ 161.4

H&G 138.4 92.2

HPC 164.5 192.5

Total segment assets 450.8 446.1

Other current assets 750.0 738.1

Non-current assets 2,222.1 2,195.4

Total assets $ 3,422.9 $ 3,379.6

Geographic Financial Information

Net sales by geographic regions (based upon destination) for the three month periods ended December 28, 2025 and December 29, 2024 are as follows:

Net sales to external parties - Geographic Disclosure (in millions) December 28, 2025 December 29, 2024

United States $ 338.9 $ 360.0

Europe/MEA 247.2 256.8

Latin America 55.2 43.7

Asia-Pacific 24.1 26.0

North America - Other 11.6 13.7

Net sales $ 677.0 $ 700.2

Long-lived asset information, consisting of Property Plant and Equipment, Net, and Operating Lease Assets, for the three month periods ended December 28, 2025 and September 30, 2025 by geographic area are as follows:

Long-lived assets - Geographic Disclosure (in millions) December 28, 2025 September 30, 2025

United States $ 306.4 $ 270.9

Europe/MEA 46.3 49.2

Latin America 2.1 2.1

North America - Other 4.3 4.7

Asia-Pacific 1.4 1.6

Total long-lived assets $ 360.5 $ 328.5

SPECTRUM BRANDS HOLDINGS, INC.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in millions, unaudited)

NOTE 14 - EARNINGS PER SHARE

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Performance based restricted stock units are excluded if the performance targets upon which the issuance of the shares is contingent have not been achieved and the respective performance period has not been completed as of the end of the current period.

Shared based awards that would be excluded from the diluted earnings per share calculations as the effect of the inclusion would have been antidilutive were considered immaterial.

From the time of the issuance of the Exchangeable Notes, the average market price of the Company’s common shares has been less than the initial conversion price, and consequently no shares have been included in diluted earnings per share for the conversion value of the Exchangeable Notes.

The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation and the anti-dilutive shares for the three and nine month periods ended June 29, 2025 and June 30, 2024, are as follows:

Three Month Periods Ended Nine Month Periods Ended

(in millions, except per share amounts) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation and the anti-dilutive shares for the three month periods ended December 28, 2025 and December 29, 2024, are as follows:

(in millions, except per share amounts) December 28, 2025 December 29, 2024

Net income from continuing operations attributable to controlling interest $ 29.4 $ 24.3

(Loss) income from discontinued operations attributable to controlling interest, net of tax ( 0.8 ) ( 13.1 ) ( 2.2 ) 9.6

Loss from discontinued operations attributable to controlling interest, net of tax ( 1.0 ) ( 0.8 )

Net income attributable to controlling interest $ 28.4 $ 23.5

10 unchanged sentences

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

What changed 10-Q

Item 1. Financial Statements