Simpson Manufacturing Co., Inc. 10-Q

Item 1. Financial Statements. Simpson Manufacturing Co., Inc. and Subsidiaries Condensed Consolidated Balance Sheets (In thousands, unaudited) September 30, December 31, 2025 2024 2024 ASSETS Current assets Cash and cash equivalents $ 297,304 $ 339,427 $ 239,371 Trade accounts receivable, net 395,353 360,350 284,392 Inventories 591,877 583,380 593,175 Other current assets 64,834 51,609 59,383 Total current assets 1,349,368 1,334,766 1,176,321 Property, plant and equipment, net 613,896 495,822 531,655 Operating lease right-of-use assets 94,363 87,097 93,933 Goodwill 557,836 550,946 512,383 Intangible assets, net 392,517 395,517 375,051 Other noncurrent assets 37,443 33,311 46,825 Total assets $ 3,045,423 $ 2,897,459 $ 2,736,168 LIABILITIES, MEZZANINE EQUITY, AND STOCKHOLDERS’ EQUITY Current liabilities Trade accounts payable $ 103,593 $ 110,321 $ 100,972 Accrued liabilities and other current liabilities 277,204 245,130 242,876 Long-term debt, current portion 22,500 22,500 22,500 Total current liabilities 403,297 377,951 366,348 Operating lease liabilities, net of current portion 76,599 70,496 76,184 Long-term debt, net of current portion and issuance costs 346,709 442,885 362,563 Deferred income tax 94,088 89,226 90,303 Other long-term liabilities 111,437 53,457 27,636 Total liabilities 1,032,130 1,034,015 923,034 Commitments and contingencies (see Note 12) Non-qualified deferred compensation plan share awards 6,653 6,473 7,786 Stockholders’ equity Common stock, at par value 419 424 424 Additional paid-in capital 322,828 311,885 307,197 Retained earnings 1,798,165 1,606,371 1,646,568 Common stock held in non-qualified deferred compensation plan ("DCP") ( 2,859 ) ( 1,074 ) ( 1,297 ) Treasury stock ( 90,755 ) ( 50,280 ) ( 100,771 ) Accumulated other comprehensive loss ( 21,158 ) ( 10,355 ) ( 46,773 ) Total stockholders’ equity 2,006,640 1,856,971 1,805,348 Total liabilities, mezzanine equity, and stockholders’ equity $ 3,045,423 $ 2,897,459 $ 2,736,168 The accompanying notes are an integral part of these condensed consolidated financial statements 4 Simpson Manufacturing Co., Inc. and Subsidiaries Condensed Consolidated Statements of Earnings and Comprehensive Income (In thousands except per-share amounts, unaudited) Three Months Ended Nine Months Ended September 30, September 30, 2025 2024 2025 2024 Net sales $ 623,513 $ 587,153 $ 1,793,463 $ 1,714,710 Cost of sales 334,251 312,096 957,711 916,551 Gross profit 289,262 275,057 835,752 798,159 Operating expenses: Research and development and other engineering expense 20,793 20,546 61,399 59,759 Selling expense 56,123 52,997 166,730 160,755 General and administrative expense 85,375 75,329 238,229 219,977 Total operating expenses 162,291 148,872 466,358 440,491 Acquisition and integration related costs 309 1,356 449 4,992 Net gain on disposal of assets ( 14,081 ) ( 25 ) ( 14,361 ) ( 460 ) Income from operations 140,743 124,854 383,306 353,136 Interest income, net and other finance costs 2,317 1,668 4,315 4,111 Other & foreign exchange gain (loss), net 777 ( 29 ) 151 352 Income before taxes 143,837 126,493 387,772 357,599 Provision for income taxes 36,393 32,974 98,903 90,821 Net income $ 107,444 $ 93,519 $ 288,869 $ 266,778 Other comprehensive income Translation adjustments and other, net of tax 352 26,320 64,610 4,409 Unamortized pension adjustments, net of tax ( 16 ) ( 367 ) 394 ( 653 ) Cash flow hedge adjustment, net of tax 5,158 ( 11,427 ) ( 39,389 ) ( 4,121 ) Comprehensive net income $ 112,938 $ 108,045 $ 314,484 $ 266,413 Net income per common share: Basic $ 2.59 $ 2.22 $ 6.92 $ 6.31 Diluted $ 2.58 $ 2.21 $ 6.89 $ 6.28 Weighted-average number of shares outstanding Basic 41,520 42,151 41,737 42,254 Diluted 41,704 42,335 41,903 42,464 Cash dividends declared per common share $ 0.29 $ 0.28 $ 0.86 $ 0.83 The accompanying notes are an integral part of these condensed consolidated financial statements 5 Simpson Manufacturing Co., Inc. and Subsidiaries Condensed Consolidated Statements of Stockholders’ Equity (In thousands except per-share data, unaudited) Three Months Ended September 30, 2025 and 2024 Common Stock Additional Paid-in Retained Accumulated Other Comprehensive DCP Vested Treasury Shares Par Value Capital Earnings Loss Stock Stock Total Balance at June 30, 2025 41,590 $ 419 $ 315,528 $ 1,702,437 $ ( 26,652 ) $ ( 1,235 ) $ ( 60,457 ) $ 1,930,040 Net income — — — 107,444 — — — 107,444 Translation adjustment and other, net of tax — — — — 352 — 352 Pension adjustment, net of tax — — — — ( 16 ) — ( 16 ) Cash flow hedges, net of tax — — — — 5,158 — 5,158 Stock-based compensation expense and deferred compensation plan ("DCP") expense — — 5,705 — — — — 5,705 Common stock held in DCP — — 1,686 — — ( 1,686 ) — — Distribution/ diversification of common stock held in DCP 1 — — — 62 — 62 Change in redemption value of stock awards in DCP — — 246 — — — 246 Shares issued from release of Restricted Stock Units 1 — ( 91 ) — — — — ( 91 ) Repurchase of common stock, including excise tax ( 159 ) — — — — — ( 30,298 ) ( 30,298 ) Cash dividends declared on common stock, $0.29 per share — — — ( 11,962 ) — — — ( 11,962 ) Balance at September 30, 2025 41,433 $ 419 $ 322,828 $ 1,798,165 $ ( 21,158 ) $ ( 2,859 ) $ ( 90,755 ) $ 2,006,640 Balance June 30, 2024 42,163 $ 424 $ 313,323 $ 1,526,192 $ ( 24,881 ) $ — $ ( 50,257 ) $ 1,764,801 Net income — — — 93,519 — — — 93,519 Translation adjustment and other, net of tax — — — — 26,320 — — 26,320 Pension adjustment, net of tax — — — — ( 367 ) — — ( 367 ) Cash flow hedges, net of tax — — — — ( 11,427 ) — — ( 11,427 ) Stock-based compensation and deferred compensation plan ("DCP") expense — — ( 2,506 ) — — — — ( 2,506 ) Common stock held in DCP — — 1,074 — — ( 1,074 ) — — Change in redemption value of share awards in DCP — — — ( 1,533 ) — — — ( 1,533 ) Shares issued from release of Restricted Stock Units 1 — ( 6 ) — — — — ( 6 ) Repurchase of common stock, including excise tax — — — — — — ( 23 ) ( 23 ) Cash dividends declared on common stock, $0.28 per share — — — ( 11,807 ) — — — ( 11,807 ) Balance at September 30, 2024 42,164 $ 424 $ 311,885 $ 1,606,371 $ ( 10,355 ) $ ( 1,074 ) $ ( 50,280 ) $ 1,856,971 The accompanying notes are an integral part of these condensed consolidated financial statements 6 Simpson Manufacturing Co., Inc. and Subsidiaries Condensed Consolidated Statements of Stockholders’ Equity (In thousands except per-share data, unaudited) Nine Months Ended September 30, 2025 and 2024 Common Stock Additional Paid-in Retained Accumulated Other Comprehensive DCP Vested Treasury Shares Par Value Capital Earnings Loss Stock Stock Total Balance at December 31, 2024 41,878 $ 424 $ 307,197 $ 1,646,568 $ ( 46,773 ) $ ( 1,297 ) $ ( 100,771 ) $ 1,805,348 Net income — — — 288,869 — — — 288,869 Translation adjustment, net of tax — — — — 64,610 — — 64,610 Pension adjustment and other, net of tax — — — — 394 — — 394 Cash flow hedges, net of tax — — — — ( 39,389 ) — — ( 39,389 ) Stock-based compensation and deferred compensation plan ("DCP") expense — — 15,061 — — — — 15,061 Common stock held in DCP ( 16 ) — 1,724 — — ( 1,724 ) — — Distribution/ diversification of common stock held in DCP 1 — — — 162 — 162 Changes in redemption value of stock awards in DCP — — — ( 656 ) — — ( 656 ) Shares issued from release of Restricted Stock Units 71 1 ( 4,680 ) — — — ( 4,679 ) Repurchase of common stock, including excise tax ( 522 ) — — — ( 90,755 ) ( 90,755 ) Retirement of treasury stock — ( 6 ) — ( 100,765 ) — — 100,771 — Cash dividends declared on common stock, $0.86 per share — — — ( 35,851 ) — — — ( 35,851 ) Common stock issued at $165.83 per share for stock bonus 21 — 3,526 — — — 3,526 Balance at September 30, 2025 41,433 $ 419 $ 322,828 $ 1,798,165 $ ( 21,158 ) $ ( 2,859 ) $ ( 90,755 ) $ 2,006,640 Balance at December 31, 2023 42,323 $ 426 $ 313,119 $ 1,426,554 $ ( 9,990 ) $ — $ ( 50,363 ) $ 1,679,746 Net income — — — 266,778 — — — 266,778 Translation adjustment, net of tax — — — — 4,409 — — 4,409 Pension adjustment and other, net of tax — — — — ( 653 ) — — ( 653 ) Cash flow hedges, net of tax — — — — ( 4,121 ) — — ( 4,121 ) Stock-based compensation and deferred compensation plan ("DCP") expense — — 5,246 — — — — 5,246 Common stock held in DCP — — 1,074 — — ( 1,074 ) — — Change in redemption value of share awards in DCP — — — ( 1,533 ) — — — ( 1,533 ) Shares issued from release of Restricted Stock Units 124 1 ( 7,554 ) — — — — ( 7,553 ) Repurchase of common stock, including excise tax ( 283 ) — — — — — ( 50,280 ) ( 50,280 ) Retirement of treasury stock — ( 3 ) — ( 50,360 ) — — 50,363 — Cash dividends declared on common stock, $0.83 per share — — — ( 35,068 ) — — — ( 35,068 ) Balance at September 30, 2024 42,164 $ 424 $ 311,885 $ 1,606,371 $ ( 10,355 ) $ (1,074) $ ( 50,280 ) $ 1,856,971 The accompanying notes are an integral part of these condensed consolidated financial statements 7 Simpson Manufacturing Co., Inc. and Subsidiaries Condensed Consolidated Statements of Cash Flows (In thousands, unaudited) Nine Months Ended September 30, 2025 2024 Cash flows from operating activities Net income $ 288,869 $ 266,778 Adjustments to reconcile net income to net cash provided by operating activities: Net gain on disposal of assets ( 14,361 ) ( 460 ) Depreciation and amortization 64,619 60,979 Noncash lease expense 14,789 11,902 Release of acquisition related tax and legal contingency — ( 1,830 ) Loss in equity method investment, before tax 450 645 Deferred income taxes 3,549 ( 9,189 ) Noncash compensation related to stock plans and other changes in the fair value of DCP 19,716 16,017 Provision for credit losses 1,772 70 Deferred hedge gain ( 5,320 ) ( 2,556 ) Changes in operating assets and liabilities Trade accounts receivable ( 101,822 ) ( 73,474 ) Inventories 20,819 ( 28,066 ) Trade accounts payable 1,330 6,085 Other current assets 454 ( 7,848 ) Accrued liabilities and other current liabilities 21,737 ( 3,648 ) Other noncurrent assets and liabilities ( 13,629 ) ( 13,040 ) Net cash provided by operating activities 302,972 222,365 Cash flows from investing activities Capital expenditures ( 124,343 ) ( 124,848 ) Acquisitions, net of cash acquired ( 77,641 ) Purchases of equity investments ( 3,236 ) ( 1,495 ) Proceeds from sale of property and equipment 21,050 1,869 Net cash used in investing activities ( 106,529 ) ( 202,115 ) Cash flows from financing activities Repurchase of common stock ( 90,000 ) ( 50,000 ) Issuance of common stock 3,526 — Proceeds from line of credits 29,509 1,296 Repayments of line of credit and term loan ( 45,939 ) ( 20,080 ) Dividends paid ( 35,557 ) ( 34,694 ) Cash paid on behalf of employees for shares withheld ( 4,680 ) ( 7,554 ) Net cash used in financing activities ( 143,141 ) ( 111,032 ) Effect of exchange rate changes on cash and cash equivalents 4,631 387 Net decrease in cash and cash equivalents 57,933 ( 90,395 ) Cash and cash equivalents at beginning of period 239,371 429,822 Cash and cash equivalents at end of period $ 297,304 $ 339,427 Noncash activity during the period Noncash capital expenditures $ 8,010 $ 6,294 Dividends declared but not paid 11,962 11,806 Issuance of Company’s common stock for compensation 3,526 — The accompanying notes are an integral part of these condensed consolidated financial statements 8 Notes to Condensed Consolidated Financial Statements (Unaudited) 1. Basis of Presentation Principles of Consolidation The accompanying Condensed Consolidated Financial Statements include the accounts of Simpson Manufacturing Co., Inc. and its subsidiaries (collectively, the “Company”). Investments in 50% or less owned entities are accounted for using either the cost or the equity method. All significant intercompany transactions have been eliminated. Certain amounts in the Condensed Consolidated Financial Statements of the prior year have been reclassified to conform to the fiscal 2025 presentation. For the three and nine months ended September 30, 2025 , the Company also reclassified certain engineering costs related to the Company's digital efforts from research and development and engineering expense as well as selling expense to general and administrative expense. These reclassifications had no impact on the Company's Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Stockholders’ Equity or Condensed Consolidated Statements of Cash Flow. Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Management believes that these Condensed Consolidated Financial Statements include all normal and recurring adjustments necessary for a fair presentation under GAAP. Effective January 1, 2025, the Company changed its method of computing depreciation of Machinery and Equipment from accelerated methods to a straight-line method. The Company determined that the change in depreciation method is considered change in accounting estimate affected by a change in accounting principle. Accordingly, a change in accounting estimate affected by a change in accounting principle was applied prospectively. The effect of the change to the straight-line method resulted in a reduction of $ 1.6 million in depreciation expense and an estimated $ 1.2 million increase in net income, or approximately $ 0.03 per basic and $ 0.03 per diluted share; for the three months ended September 30, 2025. The effect of the change for the nine months ended September 30, 2025 resulted in a reduction of $ 5.2 million in depreciation expense and an estimated $ 3.9 million increase in net income, or approximately $ 0.09 per basic and $ 0.09 per diluted share. Interim Reporting Period The accompanying unaudited quarterly Condensed Consolidated Financial Statements have been prepared in accordance with GAAP pursuant to the rules and regulations for reporting interim financial information and instructions on Form 10-Q. Accordingly, certain information and footnotes required by GAAP have been condensed or omitted. These interim statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “2024 Form 10-K”). The unaudited quarterly Condensed Consolidated Financial Statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the financial information set forth therein in accordance with GAAP. The year-end Condensed Consolidated Balance Sheet data provided herein were derived from audited consolidated financial statements included in the 2024 Form 10-K, but do not include all disclosures required by GAAP. The Company’s quarterly results fluctuate. As a result, the results of operations for the interim periods presented are not necessarily indicative of the results to be expected for any future periods. Cash and Cash Equivalents The Company classifies investments that are highly liquid and have maturities of three months or less at the date of purchase as cash equivalents. 9 Current Estimated Credit Loss - Allowance for doubtful accounts The Company maintains an allowance for doubtful accounts receivable for estimated future expected credit losses resulting from customers' failure to make payments on its accounts receivable. The Company determines the estimate of the allowance for doubtful accounts receivable by considering several factors, including (1) specific information on the financial condition and the current creditworthiness of customers, (2) credit rating, (3) payment history and historical experience, (4) aging of the accounts receivable, and (5) reasonable and supportable forecasts about collectability. The Company also reserves 100 % of the amounts deemed uncollectible due to a customer's deteriorating financial condition or bankruptcy. Every quarter, the Company evaluates the customer group using the accounts receivable aging report and its best judgment when considering changes in customers' credit ratings, level of delinquency, customers' historical payments and loss experience, current market and economic conditions, and expectations of future market and economic conditions. The changes in the allowance for doubtful accounts receivable for the nine months ended September 30, 2025 are outlined in the table below: December 31, 2024 Expense (Deductions), net Write-Offs 1 September 30, 2025 Allowance for credit losses $ 2,998 1,772 ( 130 ) $ 4,640 1 Amount is net of recoveries and the effect of foreign currency fluctuations. Fair Value of Financial Instruments Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between unrelated market participants. As such, fair value is a market-based measurement that is determined based on assumptions that unrelated market participants would use in pricing an asset or a liability. Assets and liabilities recorded at fair value are measured and classified under a three-tier fair valuation hierarchy based on the observability of the inputs available in the market: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument; and Level 3 inputs are unobservable inputs based on the Company’s assumptions used to measure assets and liabilities at fair value. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The carrying amounts of trade accounts receivable, accounts payable, accrued liabilities and other current liabilities approximate fair value due to the short-term nature of these instruments. The fair values of the Company's investments and liabilities in the deferred compensation plan are classified as Level 1 within the fair value hierarchy, and are subject to investment risks. The fair values of interest rate and foreign currency contracts are classified as Level 2 within the fair value hierarchy. The fair values of the Company’s contingent consideration related to acquisitions is classified as Level 3 within the fair value hierarchy, as these amounts are based on unobservable inputs such as management estimates and entity-specific assumptions and are evaluated on an ongoing basis. The following tables summarize the financial assets and financial liabilities measured at fair value for the Company as of September 30, 2025 and 2024: 2025 2024 (in thousands) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Cash equivalents (1) $ 32,148 $ — $ — $ 34,174 $ — $ — Derivative instruments - assets (3) — 15,223 — — 14,199 — Investment in deferred compensation plan (4) 1,317 — — 896 — — Liabilities Term loan due 2027 (2) — 371,250 — — 393,750 — Revolver due 2027 (2) — — — — 75,038 — Derivative instruments - liabilities (3) — 87,461 — — 30,059 — Deferred compensation plan liabilities (4) 5,620 — — 2,053 — — Contingent considerations — — 5,400 — — 6,587 10 (1) The carrying amounts of cash equivalents, representing money market funds traded in an active market with relatively short maturities, are reported on the consolidated balance sheet as of September 30, 2025 and 2024 as a component of "Cash and cash equivalents". (2) The carrying amounts of our term loan and revolver approximate fair value as of September 30, 2025 based upon their terms and conditions in comparison to debt instruments with similar terms and conditions available on the same date. (3) Derivatives for interest rate, foreign exchange and forward swap contracts are discussed in Note 7. (4) Non-qualified deferred compensation plan. Derivative Instruments The Company uses derivative instruments as a risk management tool to mitigate the potential impact of certain market risks. Foreign currency and interest rate risk are the primary market risks the Company manages through the use of derivative instruments, which are accounted for as cash flow hedges or net investment hedges under the accounting standards and carried at fair value as other current or noncurrent assets or as other current or other long-term liabilities. Assets and liabilities with the legal right of offset are not offset in the consolidated balance sheets. Net deferred gains and losses related to changes in fair value of cash flow hedges are included in accumulated other comprehensive income/loss (“OCI”), a component of stockholders' equity, and are reclassified into the line item in the Condensed Consolidated Statement of Earnings and Comprehensive Income in which the hedged items are recorded in the same period the hedged item affects earnings. The effective portion of gains and losses attributable to net investment hedges is recorded net of tax to OCI to offset the change in the carrying value of the net investment being hedged. Recognition in earnings of amounts previously recorded to OCI are limited to circumstances such as complete or substantially complete liquidation of the net investment in the hedged foreign operation. Changes in fair value of any derivatives that are determined to be ineffective are immediately reclassified from OCI into earnings. Deferred Compensation Plan The Company established a non-qualified deferred compensation plan ("DCP" or “the Plan”) in April 2023 for eligible employees and members of the Board of Directors. The Plan provides eligible participants the opportunity to defer and invest a specified percentage of their compensation, including the Company stock awards upon vesting. The Plan is a non-qualified plan that is informally funded by assets in a rabbi trust, which restricts the Company's use and access to the assets held but is subject to the claims of the Company's creditors in the event that the Company becomes insolvent. The amount of compensation to be deferred by participants are based on their own elections and are adjusted for any investment changes that the participants direct. This plan does not provide for employer contributions. The Plan permits diversification of vested shares (common stock) into other equity securities subject to a six-month holding period subsequent to vesting. Accounting for deferred common stock will be under either plan C or plan D. Accounting will depend on whether or not the employee has diversified the common stock. Under plan C, diversification is permitted but the employee has not diversified. Under plan D, diversification is permitted and the employee has diversified. For common stock that has not been diversified, the Company common stock held in the deferred compensation plan is classified in a manner similar to treasury stock and presented separately on the Condensed Consolidated Balance Sheets as Company's common stock held by the non-qualified deferred compensation plan. Common stock is recorded at fair value of the stock at the time it vested, subsequent changes in the value of the common stock is not recognized. The deferred compensation obligations are measured independently at fair value of the common stock with a corresponding charge or credit to compensation cost. Fair value is determined as the product of the common stock and the closing price of the stock each reporting period. Under plan D, assets held by the rabbi trust are subject to applicable GAAP. The deferred compensation obligation is measured independently at fair value of the underlying assets. Business Combinations and Asset Acquisitions Business combinations are accounted for under the acquisition method in accordance with ASC 805, Business Combinations. The acquisition method requires identifiable assets acquired and liabilities assumed and any noncontrolling interest in the business acquired be recognized and measured at fair value on the acquisition date, which is the date that the acquirer obtains control of the acquired business. The amount by which the fair value of consideration transferred as the purchase price exceeds the net fair value of assets acquired and liabilities assumed is recorded as goodwill. Acquisitions that do not meet the definition of a business under the ASC 805 are accounted for as an acquisition of assets, whereby all of the cost of the individual assets acquired and liabilities assumed, including certain transactions costs, are allocated on a relative fair value basis. Accordingly, goodwill is not recognized in an asset acquisition. 11 Revenue Recognition Generally, the Company's revenue contract with a customer exists when (1) the goods are shipped, services are rendered, and the related invoice is generated, (2) the duration of the contract does not extend beyond the promised goods or services already transferred and (3) the transaction price of each distinct promised product or service specified in the invoice is based on its relative stated standalone selling price. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a product to a customer at a point in time. The Company's shipping terms provide the primary indicator of the transfer of control. The Company's general shipping terms are Incoterm C.P.T. (F.O.B. shipping point), where the title, and risk and rewards of ownership transfer at the point when the products are no longer on the Company's premises. Other Incoterms are allowed as exceptions depending on the product or service being sold and the nature of the sale. The Company recognizes revenue based on the consideration specified in the invoice with a customer, excluding any sales incentives, discounts, and amounts collected on behalf of third parties (i.e., governmental tax authorities). Based on historical experience with the customer, the customer's purchasing pattern, and its significant experience selling products, the Company concluded that a significant reversal in the cumulative amount of revenue recognized would not occur when the uncertainty (if any) is resolved (that is, when the total amount of purchases is known). Contract liability is recorded when consideration is received from a customer and the Company has remaining unsatisfied performance obligations. The Company presents taxes collected and remitted to governmental authorities on a net basis in the consolidated statements of operations. Additionally, all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected from a customer (e.g., sales, use, value added, and some excise taxes) are excluded from revenue. Refer to Note 2 for additional information. Leases The Company has operating leases for certain facilities, equipment, autos and data centers. As an accounting policy for short-term leases, the Company elected to not recognize a right-of-use (“ROU”) asset and liability if, at the commencement date, the lease (1) has a term of 12 months or less and (2) does not include renewal and purchase options that the Company is reasonably certain to exercise. Monthly payments on short-term leases are recognized on a straight-line basis over the full lease term. Stock-Based Compensation The Company recognizes stock-based compensation expense related to the estimated fair value of restricted stock awards on a straight-line basis, net of estimated forfeitures, over the requisite service period of the awards, which is generally the vesting term of three or four years . Stock-based compensation related to performance share grants are measured based on grant date fair value and expensed on a graded basis over the service period of the awards, which is generally a performance period of three years . The performance conditions are based on the Company's achievement of revenue growth and return on invested capital over the performance period, and are evaluated for the probability of vesting at the end of each reporting period with changes in expected results cumulatively recognized as an adjustment to expense. The assumptions used to calculate the fair value of restricted stock grants are evaluated and revised, as necessary, to reflect market conditions and the Company’s experience. Income Taxes Income taxes are calculated using an asset and liability approach. The provision for income taxes includes federal, state and foreign taxes currently payable, and deferred taxes due to temporary differences between the financial statement and tax bases of assets and liabilities. In addition, future tax benefits are recognized to the extent that realization of such benefits is more likely than not. This method gives consideration to the future tax consequences of the deferred income tax items and immediately recognizes changes in income tax laws in the year of enactment. The Company uses an estimated annual tax rate to measure the tax benefit or tax expense recognized in each interim period. Net Income Per Share Basic net income per common share is computed based on the weighted-average number of common shares outstanding. Potentially dilutive shares are included in the diluted per-share calculations using the treasury stock method for all periods when the effect of their inclusion is dilutive. Accounting Standard Adopted 12 In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update ("ASU") 2023-07, which aligns interim segment disclosure requirements with existing annual requirements and includes updates to segment reporting, most notably through enhanced disclosures about significant segment expenses regularly provided to the chief operating decision maker (“CODM”). The Company adopted the ASU for annual disclosures for the year ended December 31, 2024, and interim disclosures beginning in the first quarter of 2025. The ASU is applied retrospectively to all prior periods presented in the accompanying unaudited consolidated financial statements, and it had no impact on the Company’s consolidated financial statements. Refer to Note 1 3 for more information. Accounting Standards Not Yet Adopted In December 2023, the FASB issued ASU 2023-09 requiring enhanced income tax disclosures. The ASU requires disclosure of specific categories and disaggregation of information in the rate reconciliation table. The ASU also requires disclosure of disaggregated information related to income taxes paid, income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations. The requirements of the ASU are effective for annual periods beginning after December 15, 2024. Early adoption is permitted and the amendments can be applied either on a prospective or a retrospective basis. The Company will adopt the ASU beginning with its fourth quarter ending December 31, 2025 and expects the application of this ASU will not have a material impact on its consolidated financial statements. In November 2024, the FASB issued ASU 2024-03 requiring public companies to disclose, in interim and annual reporting periods, additional information about certain expenses in the financial statements. The ASU is effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted and is effective on either a prospective basis or retrospective basis. The Company is currently assessing the potential impacts of adoption on the consolidated financial statements. In July 2025, the FASB issued ASU 2025-05 that provides a practical expedient in developing forecasts as part of estimating expected credit losses. The amendment permits the Company to elect a practical expedient that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset. The ASU is effective for annual and interim periods beginning after December 15, 2025. Early adoption is permitted and is effective on a prospective basis. The Company is currently assessing the potential impacts of adoption on the consolidated financial statements. In September 2025, the FASB issued ASU 2025-06 that removes all references to prescriptive and sequential software development stages throughout Subtopic 350-40. The amendment modernizes the guidance for internal-use software costs, including website development, by eliminating development stage requirements and introducing a probable-to-complete threshold for capitalization. The ASU is effective for annual and interim periods beginning after December 15, 2027. Early adoption is permitted and is effective on either a prospective, modified or retrospective transition approach. The Company is currently assessing the potential impacts of adoption on the consolidated financial statements. The Company does not believe other new accounting pronouncements issued by the FASB that have not become effective will have a material impact on its Condensed Consolidated Financial Statements. 2. Revenue from Contracts with Customers Disaggregated revenue The Company disaggregates net sales into the following major product groups as described in its segment information included in these interim financial statements under Note 13. Wood Construction Products Revenue . Wood construction products represented approximately 84.8 % and 85.2 % of total net sales for the nine months ended September 30, 2025 and 2024, respectively. Concrete Construction Products Revenue. Concrete construction products represented approximately 15.0 % and 14.7 % of total net sales for the nine months ended September 30, 2025 and 2024, respectively. Customer acceptance criteria. Generally, there are no customer acceptance criteria included in the Company's standard sales agreement with customers. When an arrangement with the customer does not meet the criteria to be accounted for as a revenue contract under the standard, the Company recognizes revenue in the amount of nonrefundable consideration received when the Company has transferred control of the goods or services and has stopped transferring (and has no obligation to transfer) 13 additional goods or services. The Company offers certain customers discounts for paying invoices ahead of the due date, which are generally 30 to 60 days after the issue date. Other revenue . Service sales, representing after-market repair and maintenance, engineering activities and software license sales and services were less than 0.5% of total net sales and recognized as the services are completed or by transferring control over a product to a customer at a point in time. Services may be sold separately or in bundled packages. The typical contract length for services is generally less than one year. For bundled packages, the Company accounts for individual services separately when they are distinct within the context of the contract. A distinct service is separately identifiable from other items in the bundled package if a customer can benefit from it on its own or with other resources that are readily available to the customer. The consideration (including any discounts) is allocated between separate services in a bundle based on their stand-alone selling prices. The stand-alone selling prices are determined based on the prices at which the Company separately sells the services. Reconciliation of contract balances Contract assets are the right to receive consideration in exchange for goods or services that the Company has transferred to a customer when that right is conditional on something other than the passage of time. Contract liabilities are recorded for any services billed to customers and not yet recognizable if the contract period has commenced or for the amount collected from customers in advance of the contract period commencing. Contract liabilities consist of billings in excess of costs and earnings and other deferred revenue on cancellable contracts. The time period between when consideration was received to when performance obligations are complete may not be significant. As of September 30, 2025 and 2024, the Company's contract liability was $ 4.1 million and $ 10.3 million , respectively. The Company recognized revenue of $ 3.0 million and $ 1.6 million from the contract liability during the three months ended September 30, 2025 and 2024, respectively. The Company had no material contract assets from contract with customers. 3. Net Income per Share The following shows a reconciliation of basic net earnings per share ("EPS") to diluted EPS: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share amounts) 2025 2024 2025 2024 Net income available to common stockholders $ 107,444 $ 93,519 $ 288,869 $ 266,778 Basic weighted-average shares outstanding 41,520 42,151 41,737 42,254 Dilutive effect of potential common stock equivalents 184 184 166 210 Diluted weighted-average shares outstanding 41,704 42,335 41,903 42,464 Net earnings per common share: Basic $ 2.59 $ 2.22 $ 6.92 $ 6.31 Diluted $ 2.58 $ 2.21 $ 6.89 $ 6.28 4. Stock-Based Compensation The Company currently maintains the Simpson Manufacturing Co., Inc. Amended and Restated 2011 Incentive Plan (the “2011 Plan”) as its only equity incentive plan. Under the 2011 Plan, no more than 16.3 million shares of the Company’s common stock in aggregate may be issued, including shares already issued pursuant to prior awards granted under the 2011 Plan. Shares of the Company's common stock underlying awards to be issued pursuant to the 2011 Plan are registered under the Securities Act of 1933. Under the 2011 Plan, the Company may grant restricted stock and restricted stock units. The Company currently intends to award only performance-based stock units ("PSUs") and/or time-based restricted stock units ("RSUs"). The Company allocates stock-based compensation expense amongst cost of sales, research and development and other engineering expense, selling expense, or general and administrative expense based on the job functions performed by the employees to whom the stock-based compensation is awarded. Stock-based compensation capitalized in inventory was immaterial for all periods presented. The Company recognized stock-based compensation expense related to its equity plans for 14 employees of $ 5.8 million and $ 4.7 million for the three months ended September 30, 2025 and 2024, respectively, and $ 18.7 million and $ 15.1 million for the nine months ended September 30, 2025 and 2024, respectively. During the nine months ended September 30, 2025, the Company granted an aggregate of 118,984 RSUs and PSUs to the Company's employees, including officers at an estimated weighted-average fair value of $ 169.91 per share based on the closing price (adjusted for certain market factors primarily the present value of dividends) of the Company's common stock on the grant date. The RSUs and PSUs granted to the Company's employees may be time-based, performance-based, or time and performance-based. Certain of the PSUs are granted to officers and key employees, where the number of performance-based awards to be issued is based on the achievement of certain Company performance criteria established in the award agreement over a cumulative three year period. These awards cliff vest after three years . In addition, these same officers and key employees also receive time-based RSUs, which vest pursuant to a three-year graded vesting schedule. Time based RSUs are granted to the Company's employees excluding officers and certain key employees, vest ratably over the four year vesting-term of the award. The Company’s seven non-employee directors are entitled to receive an aggregate of approximately $ 1.0 million in equity compensation annually under the Company's non-employee director compensation program. The number of shares ultimately granted are based on the average closing share price for the Company's common stock over the 60 day period prior to approval of the award in the second quarter of each year. In May 2025, the Company granted 6,000 shares of the Company's common stock to the non-employee directors, based on the average closing price of $ 155.09 per share and recognized $ 0.9 million of expense. As of September 30, 2025, the Company's aggregate unamortized stock compensation expense was approximately $ 28.3 million which is expected to be recognized in expense over a weighted-average period of 2.2 years. 5. Trade Accounts Receivable, net Trade accounts receivable consisted of the following: As of September 30, As of December 31, (in thousands) 2025 2024 2024 Trade accounts receivable $ 404,041 $ 368,445 $ 291,480 Allowance for doubtful accounts ( 4,640 ) ( 3,052 ) ( 2,998 ) Allowance for sales discounts and returns ( 4,048 ) ( 5,043 ) ( 4,090 ) $ 395,353 $ 360,350 $ 284,392 6. Inventories The components of inventories are as follows: As of September 30, As of December 31, (in thousands) 2025 2024 2024 Raw materials $ 187,929 $ 195,077 $ 207,818 In-process products 58,590 57,657 57,627 Finished products 345,358 330,646 327,730 $ 591,877 $ 583,380 $ 593,175 7. Derivative Instruments The Company enters into derivative instrument agreements, including forward foreign currency exchange contracts, interest rate swaps, and cross currency swaps to manage risk in connection with changes in foreign currency and interest rates. The Company hedges committed exposures and does not engage in speculative transactions. The Company only enters into derivative instrument agreements with counterparties who have highly rated credit. 15 As of September 30, 2025, the aggregate notional amounts of the Company's outstanding interest rate contracts, cross currency swap contracts, EUR forward contract, and net investment hedge were $ 371.3 million, $ 389.2 million, $ 321.7 million, and $ 557.2 million, respectively. In May 2025, the Company entered into a cross-currency swap expiring in May 2032 to hedge its exposure to adverse foreign currency exchange rate movements for its operations in Europe, which qualifies as net investment hedge. For the derivative instrument, the gain or loss on the derivative instrument attributable to changes in the spot rate is reported in the CTA section of OCI and will remain in OCI until the hedged net investment is sold or liquidated. The Company has elected to assess hedge effectiveness based on changes in spot exchange rates. Under this method, the Company recognizes in earnings the initial value of the component excluded from the assessment of effectiveness over the life of the hedging instrument. The interest accruals are also recognized in earnings (interest expense). Any difference between the change in fair value of the excluded component and amounts recognized in earnings will be recognized in the CTA section of OCI. The effects of cash flow hedge accounting on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the nine months ended September 30, were as follows: 2025 2024 (in thousands) Cost of sales Interest income, net and other finance costs Other & foreign exchange loss, net Cost of sales Interest income, net and other finance costs Other & foreign exchange loss, net Total amounts of income and expense line items presented in the Condensed Consolidated Statement of Earnings in which the effects of fair value or cash flow hedges are recorded $ 957,711 $ 4,315 $ 151 $ 916,551 $ 4,111 $ 352 The effects of cash flow hedging Gain or (loss) on cash flow hedging relationships Interest contracts: Amount of gain or (loss) reclassified from OCI to earnings — 5,868 — — 9,303 — Cross currency swap contract Amount of gain or (loss) reclassified from OCI to earnings — 1,929 ( 49,869 ) — 3,433 ( 4,900 ) Forward contract Amount of gain reclassified from OCI to earnings — — — ( 188 ) — — The effects of derivative instruments on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the three months ended September 30, 2025 and 2024 were as follows: Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI Location of Gain (Loss) Reclassified from OCI into Earnings Gain (Loss) Reclassified from OCI into Earnings (in thousands) 2025 2024 2025 2024 Interest rate contracts $ 364 $ ( 7,000 ) Interest expense $ 1,952 $ 3,067 Cross currency contracts 4,211 ( 13,285 ) Interest expense 390 898 Forward contracts — — FX gain (loss) 11 ( 19,134 ) Total $ 4,575 $ ( 20,285 ) $ 2,353 $ ( 15,169 ) The effects of derivative instruments on the Condensed Consolidated Statement of Earnings and Comprehensive Income for the nine months ended September 30, 2025 and 2024 were as follows: 16 Cash Flow Hedging Relationships Gain (Loss) Recognized in OCI Location of Loss Reclassified from OCI into Earnings Gain (Loss) Reclassified from OCI into Earnings (in thousands) 2025 2024 2025 2024 Interest rate contracts $ ( 1,759 ) $ 2,173 Interest expense $ 5,868 $ 9,303 Cross currency contracts ( 45,007 ) 3,048 Interest expense 1,929 3,433 Forward contracts — — FX loss ( 49,869 ) ( 4,900 ) Cost of goods sold — ( 188 ) Total $ ( 46,766 ) $ 5,221 $ ( 42,072 ) $ 7,648 For the three months ending September 30, 2025 and 2024, net investment hedge gain of $ 7.8 million and loss of $ 8.8 million were included in OCI, respectively. For the three months ending September 30, 2025 and 2024, excluded loss of $ 1.3 million and gain of $ 1.3 million were reclassified from OCI to interest expense, respectively. For the nine months ending September 30, 2025 and 2024, loss on the net investment hedge of $ 41.8 million and gain on the net investment hedge of $ 1.0 million were included in OCI, respectively. For the nine months ending September 30, 2025 and 2024, excluded loss of $ 3.8 million and gain of $ 3.8 million were reclassified from OCI to interest expense, respectively. As of September 30, 2025, the aggregate fair values of the Company’s derivative instruments on the Condensed Consolidated Balance Sheet were comprised of an asset of $ 15.2 million, of which $ 13.9 million is included in other current assets, and the balance of $ 1.4 million as other non-current assets, and of a non-current liability of $ 87.5 million included in the “ Other long-term liabilities ” of the condensed consolidated balance sheets. 8. Property, Plant and Equipment, net Property, plant and equipment consisted of the following: As of September 30, As of December 31, (in thousands) 2025 2024 2024 Land $ 59,872 $ 62,332 $ 61,054 Buildings and site improvements 249,461 249,921 246,138 Leasehold improvements 12,614 10,899 11,313 Machinery and equipment 623,523 562,199 567,322 945,470 885,351 885,827 Less: accumulated depreciation and amortization ( 560,817 ) ( 514,009 ) ( 516,320 ) 384,653 371,342 369,507 Capital projects in progress 229,243 124,480 162,148 Total $ 613,896 $ 495,822 $ 531,655 Assets held-for sale In January 2025, the Company made a decision to sell its unimproved land located in Stockton, California that is part of the Company's North America segment. The Company determined that the long-lived assets meet the criteria to be classified as held for sale in its condensed financial statements, and expected to be sold by the first quarter of 2026. The Company presented the asset's carrying value of approximately $ 2.4 million in “Other current assets” of the condensed consolidated balance sheets. Asset sale In July 2025, the Company sold its existing facility in Gallatin, Tennessee that is part of the Company's Administrative and All Other segment for approximately $ 19.0 million in net proceeds after closing costs and sale price adjustments, which resulted in an estimated gain on disposal of fixed assets of $ 12.9 million. The Company recognized the gain as i ncome from operations with the Condensed Consolidated Statements of Earnings and Comprehensive Income. To provide a temporary transition until the Company relocates to the new facility, the Company has leased back the sold facility from the buyer for approximately five months. The Company treated the leaseback transaction as a short-term lease and will recognize the rent expense on the straight-line basis over the lease term. 17 9. Goodwill and Intangible Assets, net Goodwill consisted of the following: As of September 30, As of December 31, (in thousands) 2025 2024 2024 North America $ 131,088 $ 144,369 $ 134,148 Europe 425,487 405,257 377,049 Asia/Pacific 1,261 1,320 1,186 Total $ 557,836 $ 550,946 $ 512,383 Amortizable intangible assets were as follows: (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patents Balance as of December 31, 2023 $ 38,598 $ ( 4,854 ) $ 33,744 Amortization — ( 2,071 ) ( 2,071 ) Foreign exchange 189 — 189 Balance as of September 30, 2024 38,787 ( 6,925 ) 31,862 Reclassifications 2 15,800 — 15,800 Amortization — ( 1,397 ) ( 1,397 ) Foreign exchange ( 1,115 ) — ( 1,115 ) Balance as of December 31, 2024 53,472 ( 8,322 ) 45,150 Disposals ( 3,434 ) — ( 3,434 ) Amortization — ( 2,553 ) ( 2,553 ) Foreign exchange 5,522 — 5,522 Balance as of September 30, 2025 $ 55,560 $ ( 10,875 ) $ 44,685 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Unpatented Technology Balance as of December 31, 2023 $ 22,508 $ ( 20,279 ) $ 2,229 Amortization — ( 689 ) ( 689 ) Foreign exchange 382 — 382 Balance as of September 30, 2024 22,890 ( 20,968 ) 1,922 Amortization — ( 302 ) ( 302 ) Foreign exchange ( 431 ) — ( 431 ) Balance as of December 31, 2024 22,459 ( 21,270 ) 1,189 Amortization — ( 545 ) ( 545 ) Foreign exchange 115 — 115 Balance as of September 30, 2025 $ 22,574 $ ( 21,815 ) $ 759 18 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Non-Compete Agreements, Trademarks and Other Balance as of December 31, 2023 $ 28,147 $ ( 15,745 ) $ 12,402 Purchases 29,095 — 29,095 Amortization — ( 1,824 ) ( 1,824 ) Reclassifications 1 ( 1,673 ) — ( 1,673 ) Foreign exchange ( 6 ) — ( 6 ) Balance as of September 30, 2024 55,563 ( 17,569 ) 37,994 Amortization — ( 1,148 ) ( 1,148 ) Reclassifications 2 ( 14,995 ) — ( 14,995 ) Foreign exchange ( 1 ) — ( 1 ) Balance as of December 31, 2024 40,567 ( 18,717 ) 21,850 Amortization — ( 3,170 ) ( 3,170 ) Reclassifications ( 270 ) — ( 270 ) Foreign exchange 69 — 69 Balance as of September 30, 2025 $ 40,366 $ ( 21,887 ) $ 18,479 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer Relationships Balance as of December 31, 2023 $ 269,166 $ ( 46,399 ) $ 222,767 Purchases 14,277 — 14,277 Amortization — ( 13,381 ) ( 13,381 ) Reclassifications 1 1,673 — 1,673 Foreign exchange 2,992 — 2,992 Balance as of September 30, 2024 288,108 ( 59,780 ) 228,328 Disposals 331 — 331 Amortization — ( 3,981 ) ( 3,981 ) Reclassifications 2 ( 3,717 ) — ( 3,717 ) Foreign exchange ( 19,737 ) — ( 19,737 ) Balance as of December 31, 2024 264,985 ( 63,761 ) 201,224 Amortization — ( 13,611 ) ( 13,611 ) Reclassifications 919 — 919 Foreign exchange 24,768 — 24,768 Balance as of September 30, 2025 $ 290,672 $ ( 77,372 ) $ 213,300 Definite-lived and indefinite-lived intangible assets, net, by segment were as follows: As of September 30, 2025 Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) North America $ 116,273 $ ( 44,102 ) $ 72,171 Europe 404,333 ( 87,203 ) 317,130 Asia/Pacific 4,116 ( 900 ) 3,216 Total $ 524,722 $ ( 132,205 ) $ 392,517 1 In 2024, the Company reclassified certain intangible assets from the “ Non-Compete Agreements, Trademarks and Other ” to “ Customer Relationships. ” 2 In 2024, the Company finalized acquisitions of businesses that resulted in reclassifications of certain intangible assets with offset to goodwill and other net working capital adjustments. The final amounts are measurement period adjustments for conditions that existed at the acquisition date. 19 As of September 30, 2024 Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) North America $ 107,561 $ ( 37,131 ) $ 70,430 Europe 389,148 ( 67,801 ) 321,347 Asia/Pacific 4,296 ( 556 ) 3,740 Total $ 501,005 $ ( 105,488 ) $ 395,517 As of December 31, 2024 Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) North America $ 116,550 $ ( 39,061 ) $ 77,489 Europe 366,586 ( 72,621 ) 293,965 Asia/Pacific 4,240 ( 643 ) 3,597 Total $ 487,376 $ ( 112,325 ) $ 375,051 Intangible assets consist of definite-lived and indefinite-lived assets. Definite-lived intangible assets include customer relationships, patents, unpatented technology, and non-compete agreements. Amortization of definite-lived intangible assets was $ 7.1 million and $ 6.6 million for the three months ended September 30, 2025 and 2024, respectively, and was $ 19.9 million and $ 18.0 million for the nine months ended September 30, 2025 and 2024, respectively. The weighted-average amortization period for all amortizable intangibles on a combined basis is 6.5 years. Indefinite-lived intangible assets are primarily trade names, which totaled $ 115.3 million, $ 95.7 million, and $ 105.7 million as of September 30, 2025, and 2024 and December 31, 2024, respectively. At September 30, 2025, the estimated future amortization of definite-lived intangible assets was as follows: (in thousands) Remaining three months of 2025 $ 6,678 2026 25,056 2027 24,908 2028 24,759 2029 24,114 2030 23,503 Thereafter 148,205 $ 277,223 The changes in the carrying amount of goodwill and intangible assets for the nine months ended September 30, 2025, were as follows: (in thousands) Goodwill Intangible Assets Balance at December 31, 2024 $ 512,383 $ 375,051 Disposals (33) (3,512) 3 Reclassifications 4 (3,149) 3,149 Amortization — ( 19,879 ) Foreign exchange 48,635 37,708 Balance at September 30, 2025 $ 557,836 $ 392,517 10. Leases 3 During the period ended September 30, 2025, the Company disposed certain intangible assets. 4 During the period ended September 30, 2025, the Company finalized an acquisition of a business that resulted in $3.1 million decrease in goodwill with offsets to tradenames, developed technology, and customer relationships. The final amounts are measurement period adjustments for conditions that existed at the acquisition date. 20 The Company has operating leases for certain facilities, equipment and automobiles. The existing operating leases expire at various dates through 2039, some of which include options to extend the leases for up to five years . The Company measured the lease liability at the present value of the lease payments to be made over the lease term. The lease payments are discounted using the Company's incremental borrowing rate. The Company measured the ROU assets at the amount at which the lease liability is recognized plus initial direct costs incurred or prepayment amounts. The ROU assets are amortized on a straight-line basis over the lease term. The following table provides a summary of leases included on the Condensed Consolidated Balance Sheets as of September 30, 2025 and 2024 and December 31, 2024, Condensed Consolidated Statements of Earnings and Comprehensive Income, and Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and 2024: Condensed Consolidated Balance Sheets Line Item September 30, December 31, (in thousands) 2025 2024 2024 Operating leases Assets Operating lease right-of-use assets $ 94,363 $ 87,097 $ 93,933 Liabilities Current Accrued expenses and other current liabilities $ 19,965 $ 18,094 $ 19,415 Noncurrent Operating lease liabilities 76,599 70,496 76,184 Total operating lease liabilities $ 96,564 $ 88,590 $ 95,599 The components of lease expense were as follows: Condensed Consolidated Statements of Earnings and Comprehensive Income Line Item Three Months Ended September 30, (in thousands) 2025 2024 Lease cost General administrative expenses and cost of sales $ 6,478 $ 5,599 Other Information Supplemental cash flow information related to leases is as follows: Three Months Ended September 30, (in thousands) 2025 2024 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6,336 $ 5,559 Operating right-of-use assets obtained in exchange for new lease liabilities 742 5,862 The following is a schedule, by years, of maturities of operating lease liabilities as of September 30, 2025: (in thousands) Operating Leases Remaining three months of 2025 $ 6,416 2026 23,034 2027 19,918 2028 17,493 2029 13,644 2030 10,208 Thereafter 22,180 Total lease payments 112,893 Less: Present value discount ( 16,329 ) Total lease liabilities $ 96,564 21 The following table summarizes the Company's lease terms and discount rates as of September 30, 2025 and 2024: 2025 2024 Weighted-average remaining lease terms (in years) 6.4 6.5 Weighted-average discount rate 5.2 % 5.1 % 11. Debt As of September 30, 2025, the Company had $ 371.3 million, excluding deferred financing costs, outstanding under its Amended and Restated Credit Facility. The Company had outstanding balances of $ 468.8 million and $ 388.1 million, excluding deferred financing costs, under the Amended and Restated Credit Facility as of September 30, 2024, and December 31, 2024, respectively. The following is a schedule, by years, of maturities for the remaining term loan facility as of September 30, 2025: (in thousands) Five-Year Term Loan Remaining three months of 2025 $ 5,625 2026 22,500 2027 343,125 Total loan outstanding $ 371,250 The Company was in compliance with its financial covenants under the Amended and Restated Credit Facility as of September 30, 2025. A certain number of the Company's domestic subsidiaries are guarantors for a credit agreement between certain of its foreign subsidiaries and institutional lenders that is in addition to the Amended and Restated Credit Facility. As of September 30, 2025, all of the Company's credit facilities provide a total of $ 456.6 million in available borrowing capacity and an irrevocable standby letter of credit in support of various insurance deductibles. 12. Commitments and Contingencies Environmental The Company’s policy with regard to environmental liabilities is to accrue for future environmental assessments and remediation costs when information becomes available that indicates that it is probable that the Company is liable for any related claims and assessments and the amount of the liability is reasonably estimable. The Company does not believe that any such matters will have a material adverse effect on the Company’s financial condition, cash flows or results of operations. Litigation and Potential Claims From time to time, the Company is involved in various legal proceedings and other matters arising in the normal course of business. Corrosion, hydrogen embrittlement, cracking, material hardness, wood pressure-treating chemicals, misinstallations, misuse, design and assembly flaws, manufacturing defects, labeling defects, product formula defects, inaccurate chemical mixes, adulteration, environmental conditions, or other factors can contribute to failure of fasteners, connectors, anchors, adhesives, specialty chemicals, such as fiber reinforced polymers, and tool products. In addition, inaccuracies may occur in product information, descriptions and instructions found in catalogs, packaging, data sheets, and the Company’s website. The resolution of any claim or litigation is subject to inherent uncertainty and could have a material adverse effect on the Company’s financial condition, cash flows or results of operations. 13. Segment Information The Company is organized into three reporting segments defined by the regions where the Company’s products are manufactured, marketed and distributed to the Company's customers. The financial information of these segments is available and utilized by the Chief Executive Officer, the Company’s CODM, to assess the segments’ performance. The primary measurements used to measure the financial performance of the segments are revenue, gross margins, and operating margins to 22 decide whether to reinvest the profits, make acquisitions, pay down debt or borrow, or to return capital to shareholders via dividends and share repurchases. The three regional segments are the North America segment (comprised primarily of the Company’s operations in the U.S. and Canada), the Europe segment, and the Asia/Pacific segment (comprised of the Company’s operations in Asia, the South Pacific, and the Middle East). These segments are similar in several ways, including the types of materials used, the production processes, the distribution channels and the product applications. The Administrative & All Other column primarily includes expenses such as self-insured workers compensation claims for employees, stock-based compensation for certain members of management, interest expense, foreign exchange gains or losses and income tax expense, as well as revenues and expenses related to real estate activities. The following table presents financial information of each segment that is used by the CODM to assess the performance of segments for three and nine months ended September 30, 2025 and 2024: (in thousands) North America Europe Asia/ Pacific Administrative & All Other Total Three months ended September 30, 2025 Net sales $ 483,606 $ 134,431 $ 5,476 $ — $ 623,513 Wood Products 415,782 104,234 4,423 — 524,439 Concrete Products 66,640 30,197 963 — 97,800 Cost of sales 246,425 83,417 3,399 1,010 334,251 Gross profit 237,181 51,014 2,077 ( 1,010 ) 289,262 Research and development, and other engineering expenses 18,265 2,313 215 — 20,793 Selling expenses 43,027 12,092 1,004 — 56,123 General and administrative expenses 53,267 19,835 433 11,840 85,375 Sales to other segments * 1,015 1,122 7,876 — 10,013 Income (loss) from operations 125,179 16,119 555 ( 1,110 ) 140,743 Depreciation and amortization 13,319 8,142 529 1,350 23,340 Significant non-cash charges 3,641 564 112 2,404 6,721 Provision for income taxes 30,082 2,409 357 3,545 36,393 Business Acquisition; capital expenditures; asset acquisitions, net of cash acquired; and equity investments 38,341 2,025 158 ( 4,130 ) 36,394 (in thousands) North America Europe Asia/ Pacific Administrative & All Other Total Three months ended September 30, 2024 Net sales $ 461,356 $ 121,170 $ 4,627 $ — $ 587,153 Wood Products 397,755 97,622 4,169 — 499,546 Concrete Products 62,709 23,548 458 — 86,715 Cost of sales 233,187 76,843 3,008 ( 942 ) 312,096 Gross profit 228,169 44,327 1,619 942 275,057 Research and development, and other engineering expenses 18,230 2,038 278 — 20,546 Selling expenses 40,285 11,767 945 — 52,997 General and administrative expenses 46,403 17,492 136 11,298 75,329 Sales to other segments * 711 1,032 6,146 — 7,889 Income (loss) from operations 123,251 12,635 260 ( 11,292 ) 124,854 Depreciation and amortization 13,544 7,839 751 ( 476 ) 21,658 Significant non-cash charges 3,070 672 66 1,833 5,641 Provision for income taxes 24,744 2,867 366 4,997 32,974 Business Acquisition; capital expenditures; asset acquisitions, net of cash acquired; and equity investments 100,520 3,669 2,129 193 106,511 23 (in thousands) North America Europe Asia/ Pacific Administrative & All Other Total Nine months ended September 30, 2025 Net sales $ 1,396,993 $ 381,688 $ 14,782 $ — $ 1,793,463 Wood Products 1,204,338 303,923 12,022 — 1,520,283 Concrete Products 189,482 77,765 2,638 — 269,885 Cost of sales 703,466 242,377 9,445 2,423 957,711 Gross profit 693,527 139,311 5,337 ( 2,423 ) 835,752 Research and development, and other engineering expenses 53,792 6,789 818 — 61,399 Selling expenses 126,959 37,037 2,734 — 166,730 General and administrative expenses 148,969 53,717 1,149 34,394 238,229 Sales to other segments * 2,600 5,165 24,525 — 32,290 Income (loss) from operations 366,516 41,097 828 ( 25,135 ) 383,306 Depreciation and amortization 35,472 23,984 1,635 3,528 64,619 Significant non-cash charges 11,966 1,698 281 5,771 19,716 Provision for income taxes 85,841 8,442 951 3,669 98,903 Business Acquisition; capital expenditures; asset acquisitions, net of cash acquired; and equity investments 111,340 7,915 616 7,708 127,579 Total assets as of September 30, 2025 2,156,204 805,759 50,175 33,285 3,045,423 (in thousands) North America Europe Asia/ Pacific Administrative & All Other Total Nine months ended September 30, 2024 Net sales $ 1,331,126 $ 370,985 $ 12,599 $ — $ 1,714,710 Wood Products 1,151,338 299,081 10,994 — 1,461,413 Concrete Products 178,383 71,904 1,605 — 251,892 Cost of sales 670,839 236,897 8,818 ( 3 ) 916,551 Gross profit 660,287 134,088 3,781 3 798,159 Research and development, and other engineering expenses 52,845 6,320 594 — 59,759 Selling expenses 120,095 38,130 2,530 — 160,755 General and administrative expenses 133,376 53,718 1,284 31,599 219,977 Sales to other segments * 2,410 3,695 23,716 — 29,821 Income (loss) from operations 354,212 33,037 ( 617 ) ( 33,496 ) 353,136 Depreciation and amortization 34,391 23,288 1,890 1,410 60,979 Significant non-cash charges 9,643 2,172 167 4,035 16,017 Provision for income taxes 80,040 8,714 649 1,418 90,821 Business Acquisition; capital expenditures; asset acquisitions, net of cash acquired; and equity investments 183,151 10,841 3,652 6,340 203,984 Total assets as of September 30, 2024 2,013,641 751,419 48,618 83,781 2,897,459 * Sales to other segments are eliminated upon consolidation. Cash collected by the Company’s U.S. subsidiaries is routinely transferred into the Company’s cash management accounts and, therefore is in the total assets of “Administrative and all other.” Cash and cash equivalent balances in the “Administrative and all other” segment were $ 168.0 million and $ 208.3 million as of September 30, 2025 and 2024, respectively. As of September 30, 2025, the Company had $ 133.7 million or 45.0 % of its cash and cash equivalents held outside the U.S. in accounts belonging to the Company’s various foreign operating entities. The majority of this balance is held in foreign currencies and could be subject to additional taxation if repatriated to the U.S. The Company’s wood construction products include connectors, truss plates, fastening systems, fasteners and pre-fabricated shearwalls and are used for connecting and strengthening wood-based construction primarily in the residential and commercial construction market. Its concrete construction products include adhesives, specialty chemicals, mechanical anchors, carbide drill bits, powder actuated tools and reinforcing fiber materials and are used for restoration, protection or strengthening concrete, masonry and steel construction in residential, industrial, commercial and infrastructure construction. T he following 24 table illustrates the distribution of the Company’s net sales by product group as additional information for the three and nine months ended September 30, 2025 and 2024: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2025 2024 2025 2024 Wood construction products $ 524,439 $ 499,546 $ 1,520,283 $ 1,461,413 Concrete construction products 97,800 86,715 269,885 251,892 Other 1,274 892 3,295 1,405 Total $ 623,513 $ 587,153 $ 1,793,463 $ 1,714,710 14. Subsequent Events Dividend Declared On October 23, 2025, the Company’s Board of Directors (the “ Board ” ) declared a quarterly cash dividend of $ 0.29 per share, estimated to be $ 12.0 million in total. The dividend will be payable on January 22, 2026, to the Company's stockholders of record on January 2, 2026. Share Repurchase Authorizations On October 23, 2025 , the Board authorized the Company to repurchase an additional $ 20.0 million of shares of the Company's common stock through the end of the year 2025 increasing the 2025 share repurchase authorization to $ 120.0 million, and authorized the Company to repurchase up to $ 150.0 million of shares of the Company's common stock, effective January 1, 2026 through December 31, 2026. Share Repurchases On October 31, 2025, the Company repurchased an additional 57,000 shares of the Company’s common stock in the open market at an average price of $ 175.43 per share, for a total of $ 10.0 million. As a result, as of November 7, 2025, approximately $ 20.0 million remained available for repurchase through December 31, 2025 under the 2025 share repurchase authorization. 25