What changed in this filing

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Item 1. Financial Statements

2026-08-06 compared with 2026-05-05 · 120 added, 65 removed, 533 unchanged (26% of the section changed)

3 unchanged sentences

(In millions, except shares and per share data) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Net sales $ 324.0 $ 318.6 $ 621.9 $ 608.6

6 unchanged sentences

Net foreign currency transaction loss ( 0.3 ) ( 0.8 ) ( 0.7 ) ( 1.0 )

Other (expense) income, net ( 0.2 ) 0.1

Other expense, net ( 1.0 ) ( 0.3 ) ( 1.2 ) ( 0.2 )

Income before income taxes 10.3 27.3 11.2 44.5

11 unchanged sentences

(In millions) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Net income $ 7.6 $ 20.2 $ 7.8 $ 33.3

1 unchanged sentence

Foreign currency translation adjustments (net of related tax (expense) benefit of $( 0.2 ), $ 1.7 , $( 0.5 ), and $ 1.9 , respectively)

( 2.3 ) 23.8 ( 7.1 ) 39.3

Pension and postretirement medical benefits (net of related tax expense of $ 0 , $ 0 , $ 0 , and $ 0 , respectively)

Derivative financial instruments (net of related tax (expense) benefit of $( 0.3 ), $ 0.1 , $( 0.5 ), and $ 0.1 , respectively)

0.9 ( 0.1 ) 1.6 ( 0.2 )

Total other comprehensive (loss) income, net of tax ( 1.4 ) 23.8 ( 5.5 ) 39.1

Total comprehensive (loss) income including noncontrolling interest ( 3.9 ) 28.4

Total comprehensive income including noncontrolling interest 6.2 44.0 2.3 72.4

Foreign currency translation adjustments attributable to noncontrolling interest — 0.1 — 0.5

Comprehensive (loss) income attributable to Tennant Company $ ( 3.9 ) $ 28.0

Comprehensive income attributable to Tennant Company $ 6.2 $ 43.9 $ 2.3 $ 71.9

See accompanying notes to consolidated financial statements.

1 unchanged sentence

CONSOLIDATED BALANCE SHEETS

(In millions, except shares and per share data) March 31,

(In millions, except shares and per share data) June 30,

2026 December 31,

37 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions) Three Months Ended

(In millions) Six Months Ended

OPERATING ACTIVITIES

3 unchanged sentences

Amortization expense 6.8 6.8

Deferred income tax benefit 3.3 0.5

Loss from equity method investments 0.5 —

Deferred income tax expense (benefit) 3.9 ( 0.2 )

Share-based compensation expense 3.6 5.8

7 unchanged sentences

Other assets and liabilities ( 13.3 ) ( 18.3 )

Net cash used in operating activities ( 31.2 ) ( 0.4 )

Net cash (used in) provided by operating activities ( 26.2 ) 22.1

INVESTING ACTIVITIES

17 unchanged sentences

SUPPLEMENTAL CASH FLOW INFORMATION

Three Months Ended

Six Months Ended

(In millions) 2026 2025

Cash (received) paid for income taxes $ ( 1.9 ) $ 3.5

Cash paid for income taxes $ 2.0 $ 9.0

Cash paid for interest 9.1 6.0

31 unchanged sentences

Balance, March 31, 2026 17,037,788 $ 6.4 $ — $ 562.1 $ ( 37.3 ) $ 531.2 $ 1.8 $ 533.0

Net income — — — 7.6 — 7.6 — 7.6

Other comprehensive loss — — — — ( 1.4 ) ( 1.4 ) — ( 1.4 )

Issue stock for directors, employee benefit and stock plans, net of related tax withholdings of 3,059 shares

11,515 — — — — — — —

Share-based compensation — — 2.1 — — 2.1 — 2.1

Repurchases of common stock, including excise tax — — — — — — — —

Dividends paid $ 0.310 per common share

— — — ( 5.3 ) — ( 5.3 ) — ( 5.3 )

Other — — ( 0.8 ) — — ( 0.8 ) — ( 0.8 )

Balance, June 30, 2026 17,049,303 $ 6.4 $ 1.3 $ 564.4 $ ( 38.7 ) $ 533.4 $ 1.8 $ 535.2

Tennant Company Shareholders

18 unchanged sentences

Balance, March 31, 2025 18,703,285 $ 7.0 $ 57.6 $ 617.2 $ ( 57.4 ) $ 624.4 $ 1.7 $ 626.1

Net income — — — 20.2 — 20.2 — 20.2

Other comprehensive income — — — — 23.8 23.8 — 23.8

Issue stock for directors, employee benefit and stock plans, net of related tax withholdings and repurchases of 3,925 shares

8,865 — ( 0.3 ) — — ( 0.3 ) — ( 0.3 )

Share-based compensation — — 2.6 — — 2.6 — 2.6

Repurchases of common stock, including excise tax ( 179,824 ) — ( 13.4 ) — — ( 13.4 ) — ( 13.4 )

Dividends paid $ 0.295 per common share

— — — ( 5.4 ) — ( 5.4 ) — ( 5.4 )

Other — — — — — — 0.1 0.1

Balance, June 30, 2025 18,532,326 $ 7.0 $ 46.5 $ 632.0 $ ( 33.6 ) $ 651.9 $ 1.8 $ 653.7

See accompanying notes to consolidated financial statements.

5 unchanged sentences

The Company is committed to creating and commercializing breakthrough, sustainable cleaning innovations to enhance its broad suite of products, including floor maintenance and cleaning equipment, detergent-free and other sustainable cleaning technologies, aftermarket parts and consumables, equipment maintenance and repair service, and asset management solutions.

Our products are used in many types of environments, including factories and warehouses, distribution centers, office buildings, public venues such as arenas and stadiums, schools and universities, hospitals and clinics, and more.

Our products are used in many types of environments, including retail establishments, distribution centers, factories and warehouses, public venues such as arenas and stadiums, office buildings, schools and universities, hospitals and clinics, and more.

Customers include contract cleaners to whom organizations outsource facilities maintenance as well as businesses that perform facilities maintenance themselves.

6 unchanged sentences

The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

There are no newly adopted accounting pronouncements during the three months ended March 31, 2026 that impacted the Company.

There are no newly adopted accounting pronouncements during the three months ended June 30, 2026 that impacted the Company.

Disaggregation of Revenue

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Americas $ 218.7 $ 213.5 $ 412.7 $ 410.8

5 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Equipment $ 193.8 $ 197.0 $ 371.9 $ 369.8

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Sales direct to consumer $ 216.5 $ 216.5 $ 426.7 $ 421.6

14 unchanged sentences

The change in our sales incentive accrual balance was as follows:

Three Months Ended

Six Months Ended

Beginning balance $ 14.8 $ 15.6

14 unchanged sentences

The change in the deferred revenue balance was as follows:

Three Months Ended

Six Months Ended

Beginning balance $ 32.4 $ 20.6

3 unchanged sentences

Ending balance $ 29.6 $ 25.4

As of March 31, 2026, $ 16.9 million and $ 17.5 million of deferred revenue was reported in other current liabilities and other liabilities, respectively, on our consolidated balance sheets.

As of June 30, 2026, $ 16.0 million and $ 13.6 million of deferred revenue was reported in other current liabilities and other liabilities, respectively, on our consolidated balance sheets.

Of these amounts, we expect to recognize the following approximate amounts in net sales in the following periods:

4 unchanged sentences

Restructuring Actions

During the three months ended March 31, 2026, we incurred restructuring expenses as part of our ongoing global reorganization efforts.

During the three and six months ended June 30, 2026, we incurred restructuring expenses as part of our ongoing global reorganization efforts.

The following pre-tax restructuring charges were included in selling and administrative expense in the consolidated statements of income.

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Severance-related costs $ 1.3 $ ( 0.3 ) $ 1.8 $ 1.2

2 unchanged sentences

The charges in 2026 and 2025 impacted all operating segments and were related to a global workforce realignment to support our key strategic initiatives.

A reconciliation of the beginning and ending liability balances for severance-related costs is as follows:

Three Months Ended

A reconciliation of the beginning and ending net liability balances for severance-related costs is as follows:

Six Months Ended

Beginning balance $ 7.4 $ 8.6

5 unchanged sentences

Clean Machine

On February 2, 2026, we acquired 100 % of Clean Machine Falkenberg AB and Repax AB (collectively, "Clean Machine"), as we continue to expand our footprint in the EMEA region.

On February 2, 2026, we acquired 100 % of our distributors, Clean Machine Falkenberg AB and Repax AB (collectively, "Clean Machine"), as we continue to expand our footprint in the EMEA region.

The total purchase price was $ 7.7 million.

1 unchanged sentence

The acquisition was not material to our consolidated financial statements.

On September 1, 2025, we acquired 100 % of Reinigungstechnik 4 You GmbH ("R4Y"), as we continue to expand our footprint in the EMEA region.

On September 1, 2025, we acquired 100 % of our distributor, Reinigungstechnik 4 You GmbH ("R4Y"), as we continue to expand our footprint in the EMEA region.

The total purchase price was $ 3.6 million.

19 unchanged sentences

Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for the three months ended March 31, 2026 were as follows:

The changes in the carrying amount of goodwill for the six months ended June 30, 2026 were as follows:

Goodwill Accumulated

3 unchanged sentences

Foreign currency fluctuations ( 4.6 ) 0.6 ( 4.0 )

Balance as of March 31, 2026

Balance as of June 30, 2026

$ 243.0 $ ( 34.7 ) $ 208.3

1 unchanged sentence

Customer Lists Trade Names Technology Total

Balance as of March 31, 2026

Balance as of June 30, 2026

Original cost $ 174.9 $ 30.4 $ 16.4 $ 221.7

7 unchanged sentences

Weighted average original life (in years) 14 10 12

Amortization expense on intangible assets for the three months ended March 31, 2026 and 2025 was $ 3.5 million and $ 3.4 million, respectively.

Amortization expense on intangible assets for the three and six months ended June 30, 2026 was $ 3.3 million and $ 6.8 million, respectively.

Amortization expense on intangible assets for the three and six months ended June 30, 2025 was $ 3.4 million and $ 6.8 million, respectively.

Estimated aggregate amortization expense based on the current carrying value of amortizable intangible assets for each of the five succeeding years and thereafter is as follows:

16 unchanged sentences

• a covenant restricting us from paying dividends or repurchasing stock if, after giving effect to such payments and assuming no default exists or would result from such payment, our leverage ratio is greater than 2.50 to 1, in such case limiting such payments to the greater of 10% of consolidated total assets and $ 100.0 million during any fiscal year.

We were in compliance with the above financial covenants as of March 31, 2026.

We were in compliance with the above financial covenants as of June 30, 2026.

Debt Outstanding

Debt outstanding consisted of the following:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Credit facility borrowings:

5 unchanged sentences

Long-term debt $ 358.4 $ 273.2

(a) As of March 31, 2026, the Company was required to repay $ 0.4 million of finance lease liabilities over the next 12 months.

As of March 31, 2026, we had outstanding borrowings of $ 357.5 million under our revolving credit facility.

(a) As of June 30, 2026, the Company was required to repay $ 0.5 million of finance lease liabilities over the next 12 months.

As of June 30, 2026, we had outstanding borrowings of $ 357.5 million under our revolving credit facility.

We had letters of credit and bank guarantees outstanding in the amount of $ 3.1 million, leaving approximately $ 289.4 million of unused borrowing capacity on our revolving facility.

Commitment fees on unused lines of credit for the three months ended March 31, 2026 were $ 0.1 million.

Commitment fees on unused lines of credit for the six months ended June 30, 2026 were $ 0.3 million.

The overall weighted average cost of debt was approximately 5.2 % and net of related cross-currency swap instruments and fixed rate interest rate swap instruments was approximately 4.2 %.

5 unchanged sentences

The changes in warranty reserves were as follows:

Three Months Ended

Six Months Ended

Beginning balance $ 9.7 $ 10.5

15 unchanged sentences

The Company manages exposure to variability in cash flows related to its floating rate debt through the use of interest rate swaps.

As of March 31, 2026, the Company had interest rate swaps with an aggregate notional amount of $ 120.0 million that effectively convert a portion of its variable rate debt to a fixed interest rate of 3.443 %.

As of June 30, 2026 , the Company had interest rate swaps with an aggregate notional amount of $ 120.0 million that effectively convert a portion of its variable rate debt to a fixed interest rate of 3.443 %.

The interest rate swaps are designated as cash flow hedges under ASC 815.

6 unchanged sentences

These cross-currency swaps are designated as fair value hedges.

As of March 31, 2026 and December 31, 2025, these cross-currency swaps included € 75.0 million of total notional value.

As of March 31, 2026, the aggregated scheduled interest payments over the course of the loan and related swaps amounted to € 2.4 million.

As of June 30, 2026 and December 31, 2025, these cross-currency swaps included € 75.0 million of total notional value.

As of June 30, 2026, the aggregated scheduled interest payments over the course of the loan and related swaps amounted to € 1.9 million.

These swaps are scheduled to mature in April 2027.

5 unchanged sentences

These cross-currency swaps are designated as net investment hedges.

As of March 31, 2026 and December 31, 2025, the cross-currency swaps included € 75.0 million of total notional value.

As of June 30, 2026 and December 31, 2025, the cross-currency swaps included € 75.0 million of total notional value.

These swaps are scheduled to mature in April 2027.

3 unchanged sentences

These contracts do not subject us to material balance sheet risk due to exchange rate movements because gains and losses on these derivatives are intended to offset gains and losses on the assets and liabilities being hedged.

At March 31, 2026 and December 31, 2025, the notional amounts of foreign currency forward contracts outstanding not designated as hedging instruments were $ 85.5 million and $ 92.9 million, respectively.

At June 30, 2026 and December 31, 2025, the notional amounts of foreign currency forward contracts outstanding not designated as hedging instruments were $ 94.6 million and $ 92.9 million, respectively.

Balance Sheet Classification

1 unchanged sentence

The following table summarizes the location and respective fair values of the Company's derivative financial instruments on a gross basis:

March 31, 2026

June 30, 2026

Other Current Assets Other Current Liabilities Other Assets Other Liabilities

17 unchanged sentences

Foreign currency forward contracts 0.3 0.1 — —

The amount of the gains and losses on hedging instruments and the classification of those gains and losses within our consolidated financial statements for the three months ended March 31, 2026 were as follows:

The amount of the gains and losses on hedging instruments and the classification of those gains and losses within our consolidated financial statements for the three and six months ended June 30, 2026 were as follows.

Gains and losses on hedging instruments are located within interest expense, net on our consolidated income statements.

Gain (Loss) Recognized in Accumulated Other Comprehensive Loss, net of tax Gain (Loss) Reclassified into Income

Three Months Ended

March 31, Three Months Ended

2026 2025 2026 2025 Location of Gain (Loss) in Income Statement

June 30, Three Months Ended

2026 2025 2026 2025

Derivatives designated as cash flow hedges:

Interest rate swaps $ 0.6 $ ( 0.4 ) $ — $ 0.1 Interest Expense, Net

Interest rate swaps $ 1.1 $ — $ ( 0.1 ) $ —

Derivatives designated as fair value hedges:

Cross-currency swaps 0.3 0.7 0.2 0.3 Interest Expense, Net

Cross-currency swaps — ( 2.6 ) 0.3 ( 2.5 )

Derivatives designated as net investment hedges:

Cross-currency swaps 1.4 ( 1.9 ) 0.2 0.2 Interest Expense, Net

The amount of gains and losses on derivative instruments not designated as hedging instruments and the classification of those gains and losses within our consolidated financial statements during the three months ended March 31, 2026 were as follows:

Gain (Loss) Reclassified into Income

Cross-currency swaps 0.7 ( 2.3 ) 0.3 3.0

Gain (Loss) Recognized in Accumulated Other Comprehensive Income Gain (Loss) Reclassified into Income

Six Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Derivatives designated as cash flow hedges:

Interest rate swaps $ 1.7 $ ( 0.4 ) $ ( 0.1 ) $ 0.1

Derivatives designated as fair value hedges:

Cross-currency swaps 0.3 ( 1.9 ) 0.5 ( 2.2 )

Derivatives designated as net investment hedges:

Cross-currency swaps 2.1 ( 4.2 ) 0.5 3.2

Gains and losses on foreign currency forward contracts not designated as hedging instruments were reclassified into income as net foreign currency transaction gains or losses.

Three Months Ended

2026 2025 Location of Gain (Loss) in Income Statement

June 30, Six Months Ended

2026 2025 2026 2025

Derivatives not designated as hedging instruments:

Foreign currency forward contracts $ 1.4 $ ( 2.5 ) Net foreign currency transaction loss

Foreign currency forward contracts $ ( 1.6 ) $ ( 5.6 ) $ ( 0.2 ) $ ( 8.1 )

During the next twelve-month period, net (losses) gains expected to be reclassified into earnings are shown below:

10 unchanged sentences

All securities were recorded at their allocated fair value at the acquisition date.

In December 2025, the Company obtained the ability to exercise significant influence over Brain Corp and, as a result, adopted the equity method of accounting for its equity securities investment (see Note 12 – Equity Method Investments).

In December 2025, following achievement of a contractual milestone under the Company’s warrant agreement with Brain Corp, the Company concluded that it had obtained the ability to exercise significant influence over Brain Corp under ASC 323, Investments – Equity Method and Joint Ventures, and adopted the equity method of accounting for its equity securities investment (see Note 12 – Equity Method Investments).

The available-for-sale debt security is carried at fair value with changes in fair value recognized in accumulated other comprehensive loss.

The Company estimates fair value using Level 3 inputs.

As of March 31, 2026 and December 31, 2025, the cost and market values of our debt and equity securities were as follows:

As of June 30, 2026 and December 31, 2025, the cost and market values of our debt and equity securities were as follows:

Cost Fair Value Gross Unrealized Gains Gross Unrealized Losses

Balance as of March 31, 2026

Balance as of June 30, 2026

Available-for-sale debt securities $ 12.1 $ 11.8 $ — $ ( 0.3 )

18 unchanged sentences

Unobservable inputs that reflect the reporting entity’s own assumptions.

Our population of assets and liabilities subject to fair value measurements at March 31, 2026 was as follows:

Our population of assets and liabilities subject to fair value measurements at June 30, 2026 was as follows:

Value Level 1 Level 2 Level 3

19 unchanged sentences

Further details regarding our derivative instruments are discussed in Note 10.

There were no transfers into or out of Level 3 investments in the periods ended March 31, 2026 and December 31, 2025.

The fair value and carrying value of total debt, including current portion, was $ 370.6 million and $ 358.7 million, respectively, as of March 31, 2026.

There were no transfers into or out of Level 3 investments in the periods ended June 30, 2026 and December 31, 2025.

The fair value and carrying value of total debt, including current portion, was $ 386.3 million and $ 358.9 million, respectively, as of June 30, 2026.

The fair value and carrying value of total debt, including current portion, was $ 281.4 million and $ 273.6 million, respectively, as of December 31, 2025.

9 unchanged sentences

Due to the timing and availability of Brain Corp's financial information, the Company recognizes its share of Brain Corp's earnings or losses on a three-month lag, based on the investee's most recently available financial statements.

The Company did not recognize material equity method earnings/(losses) for the three months ended March 31, 2026.

As of March 31, 2026, the carrying amount of the Company's equity method investment in Brain Corp was $ 20.0 million and is included in Other Assets in the consolidated balance sheets.

The Company recognized equity method losses of $ 0.5 million for the three and six months ended June 30, 2026, which is included in other expense, net in our consolidated statements of income.

As of June 30, 2026, the carrying amount of the Company's equity method investment in Brain Corp was $ 19.5 million and is included in Other Assets in the consolidated balance sheets.

Commitments and Contingencies

7 unchanged sentences

As of December 31, 2025 the Company has recorded a total accrued liability of approximately $ 20.5 million related to this matter.

In the first quarter of 2026, the Company recorded an incremental accrued expense and corresponding liability of $ 0.2 million based on updated estimates of interest costs.

In the three and six months ended June 30, 2026 , the Company recorded an incremental accrued expense and corresponding liability of $ 0.2 million and $ 0.4 million, respectively, based on updated estimates of interest costs.

The Company and OWT have appealed certain aspects of the Court’s decisions.

8 unchanged sentences

The changes in components of accumulated other comprehensive loss, net of tax, are as follows:

Three Months Ended March 31, 2026

Six Months Ended June 30, 2026

Foreign Currency

7 unchanged sentences

Ending balance $ ( 41.0 ) $ 1.1 $ 1.5 $ ( 0.3 ) $ ( 38.7 )

Three Months Ended March 31, 2025

Six Months Ended June 30, 2025

Foreign Currency

15 unchanged sentences

state or foreign tax purposes varies by jurisdiction but generally ranges from three to five years .

We are currently undergoing income tax examinations in various foreign jurisdictions.

We are currently undergoing income tax examinations in various U.S state and foreign jurisdictions.

Although the outcome of these examinations cannot be currently determined, we believe that we have adequate reserves with respect to these examinations.

We recognize potential accrued interest and penalties related to unrecognized tax benefits in income tax expense.

In addition to the liability of $ 6.1 million for unrecognized tax benefits as of March 31, 2026, there was approximately $ 0.9 million for accrued interest and penalties.

The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate as of March 31, 2026 was $ 5.5 million.

In addition to the liability of $ 6.0 million for unrecognized tax benefits as of June 30, 2026, there was approximately $ 1.0 million for accrued interest and penalties.

The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate as of June 30, 2026 was $ 5.5 million.

To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be revised and reflected as an adjustment of the income tax expense.

1 unchanged sentence

Our share-based compensation plans are described in Note 18 of our annual report on Form 10-K for the year ended December 31, 2025.

During the three months ended March 31, 2026 and 2025, we recognized total share-based compensation expense of $ 1.5 million and $ 3.2 million, respectively.

The total excess tax recognized for share-based compensation arrangements during the three months ended March 31, 2026 and 2025 was a tax expense of $ 0.4 million and a tax benefit of $ 0.2 million, respectively.

During the three months ended June 30, 2026 and 2025, we recognized total share-based compensation expense of $ 2.1 million and $ 2.6 million, respectively.

During the six months ended June 30, 2026 and 2025, we recognized total share-based compensation expense of $ 3.6 million and $ 5.8 million, respectively.

The total excess tax recognized for share-based compensation arrangements during the six months ended June 30, 2026 and 2025 was a tax expense of $ 0.4 million and a tax benefit of $ 0.2 million, respectively.

Income Attributable to Tennant Company Per Share

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Net income $ 7.6 $ 20.2 $ 7.8 $ 33.3

4 unchanged sentences

Diluted earnings per share $ 0.44 $ 1.08 $ 0.45 $ 1.77

Excluded from the dilutive securities presented above were options to purchase and shares to be paid out under share-based compensation plans totaling 232,444 and 83,269 shares of common stock for the three months ended March 31, 2026 and 2025, respectively.

Excluded from the dilutive securities presented above were options to purchase and shares to be paid out under share-based compensation plans totaling 21,850 and 278,450 shares of common stock for the three months ended June 30, 2026 and 2025, respectively.

Excluded from the dilutive securities presented above were options to purchase and shares to be paid out under share-based compensation plans totaling 253,430 and 157,775 shares of common stock for the six months ended June 30, 2026 and 2025, respectively.

These instruments were excluded when their exercise prices exceeded the average market price of our common stock for the period, when the number of shares we can repurchase under the treasury stock method exceeded the weighted average shares outstanding, or during periods of net loss, as their inclusion would have been anti-dilutive.

14 unchanged sentences

Subsequent event

On April 29, 2026, the Board of Directors authorized a new share repurchase program under which the Company may repurchase up to 2,000,000 shares its our common stock through open market or privately negotiated transactions.

This authorization is in addition to the approximately 560,000 shares remaining under the Company's existing share repurchase program.

As a result, the Company has aggregate capacity to repurchase up to approximately 2,560,000 shares of its common stock.

On July 28, 2026, we amended and extended four existing EUR-USD cross-currency interest rate swap agreements with an aggregate pay notional amount of € 150.0 million and aggregate receive notional amount of $ 159.8 million.

The amended swaps became effective on July 28, 2026 and mature in July 2029 and July 2030.

The amendments did not change the aggregate notional amounts or the EUR-USD exchange rate of 1.0652 .

Due to changes in the economic terms, we discontinued the previous hedge accounting relationships and prospectively redesignated the amended swaps in new hedging relationships under ASC 815.

Two swaps were designated as net investment hedges of the Company’s Euro functional currency subsidiaries, and two swaps were designated as fair value hedges of foreign currency risk associated with an intercompany loan to a wholly owned European subsidiary.

The amended swaps will be recorded at fair value each period and accounted for in accordance with the Company’s derivative instruments accounting policies.

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