2 unchanged sentences
CONDENSED CONSOLIDATED BALANCE SHEETS
−Removed: Unaudited June 30
+Added: Unaudited September 30
2025 December 31
+Added: 2024 September 30
Cash and cash equivalents $ 191.3 $ 559.7 $ 433.2
5 unchanged sentences
Other current assets 104.0 90.8 113.5
+Added: Assets held for sale 97.3 0.0 0.0
Total current assets 2,268.4 2,265.7 2,212.9
9 unchanged sentences
Current maturities of long-term debt $ 0.4 $ 400.5 $ 0.5
−Removed: Short-term debt 550.0 0.0 95.0
Trade payables and accruals 422.6 407.0 352.6
Other current liabilities 556.2 431.6 421.0
+Added: Liabilities held for sale 37.6 0.0 0.0
Total current liabilities 1,016.8 1,239.1 774.1
21 unchanged sentences
Unaudited Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions, except per share data 2025 2024 2025 2024
4 unchanged sentences
Gain on sale of property, plant & equipment and businesses 0.6 0.2 9.2 4.6
+Added: Loss on impairments 0.0 ( 86.6 ) 0.0 ( 86.6 )
Other operating expense, net ( 9.3 ) ( 12.6 ) ( 28.2 ) ( 23.9 )
9 unchanged sentences
Net earnings 375.0 208.4 825.3 619.6
−Removed: (Earnings) loss attributable to noncontrolling interest 0.1 ( 0.3 ) ( 0.4 ) ( 0.6 )
+Added: Earnings attributable to noncontrolling interest ( 0.1 ) ( 0.8 ) ( 0.6 ) ( 1.4 )
Net earnings attributable to Vulcan $ 374.9 $ 207.6 $ 824.7 $ 618.2
4 unchanged sentences
Comprehensive income 376.5 210.2 829.6 624.6
−Removed: Comprehensive (earnings) loss attributable to noncontrolling interest
+Added: Comprehensive earnings attributable to noncontrolling interest
( 0.1 ) ( 0.8 ) ( 0.6 ) ( 1.4 )
15 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Unaudited Six Months Ended
+Added: Unaudited Nine Months Ended
in millions 2025 2024
5 unchanged sentences
Net gain on sale of property, plant & equipment and businesses ( 9.2 ) ( 4.6 )
+Added: Loss on impairments 0.0 86.6
Contributions to pension plans ( 13.8 ) ( 7.1 )
16 unchanged sentences
Payment of current maturities and long-term debt ( 400.5 ) ( 550.5 )
+Added: Debt issuance and exchange costs 0.0 ( 3.5 )
Payment of finance leases ( 8.5 ) ( 10.0 )
24 unchanged sentences
For further information, refer to the consolidated financial statements and footnotes included in our most recent Annual Report on Form 10-K.
−Removed: Operating results for the three and six month periods ended June 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
+Added: Operating results for the three and nine month periods ended September 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
Our condensed consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets, liabilities, revenues and expenses.
The most significant estimates and assumptions included in the preparation of these financial statements are related to goodwill and long-lived asset impairments, business combinations and purchase price allocation, pension and other postretirement benefits, environmental compliance, claims and litigation including self-insurance, and income taxes (refer to the Critical Accounting Policies included in Item 7 of our most recent Annual Report on Form 10-K).
−Removed: Events that relate to conditions arising after June 30, 2025 will be reflected in management’s estimates for future periods.
+Added: Events that relate to conditions arising after September 30, 2025 will be reflected in management’s estimates for future periods.
NONCONTROLLING INTEREST
11 unchanged sentences
Inventories are as follows:
−Removed: in millions June 30
+Added: in millions September 30
2025 December 31
+Added: 2024 September 30
Finished products $ 545.0 $ 534.6 $ 505.9
8 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
7 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
9 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
1 unchanged sentence
RECLASSIFICATIONS
−Removed: Capitalized quarry development costs of $ 160.6 million and $ 168.3 million at June 30, 2024 and December 31, 2024, respectively, were reclassified from Other noncurrent assets to Other intangible assets, net in our Condensed Consolidated Balance Sheet to conform to our current presentation.
+Added: Capitalized quarry development costs of $ 160.8 million and $ 168.3 million at September 30, 2024 and December 31, 2024, respectively, were reclassified from Other noncurrent assets to Other intangible assets, net in our Condensed Consolidated Balance Sheet to conform to our current presentation.
Our portfolio of nonmineral leases is composed of leases for real estate (including office buildings, aggregates sales yards and terminals, and concrete and asphalt sites) and equipment (including railcars and rail track, barges, and office, plant and mobile equipment).
Lease right-of-use (ROU) assets and liabilities and the weighted-average lease terms and discount rates are as follows:
−Removed: dollars in millions Classification on the Balance Sheet June 30
+Added: dollars in millions Classification on the Balance Sheet September 30
2025 December 31
+Added: 2024 September 30
Operating lease ROU assets $ 706.6 $ 673.2 $ 651.4
5 unchanged sentences
Total lease assets $ 571.7 $ 556.8 $ 540.9
+Added: Liabilities 1
Operating Other current liabilities $ 49.4 $ 49.3 $ 48.7
10 unchanged sentences
Finance leases 3.8 % 3.2 % 3.1 %
+Added: 1 Balances at September 30, 2025 include lease assets and liabilities classified as held for sale as detailed in Note 16 .
Our lease agreements do not contain material residual value guarantees, restrictive covenants or early termination options.
2 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
10 unchanged sentences
1 Includes the cost of leases with an initial term of one year or less (including those with terms of one month or less).
−Removed: Cash paid for operating leases was $ 40.2 million and $ 36.7 million for the six months ended June 30, 2025 and 2024, respectively.
−Removed: Cash paid for finance leases (principal and interest) was $ 6.1 million and $ 7.3 million for the six months ended June 30, 2025 and 2024, respectively.
+Added: Cash paid for operating leases was $ 60.9 million and $ 55.3 million for the nine months ended September 30, 2025 and 2024, respectively.
+Added: Cash paid for finance leases (principal and interest) was $ 8.9 million and $ 10.5 million for the nine months ended September 30, 2025 and 2024, respectively.
Our estimated annual effective tax rate (EAETR) is based on full-year expectations of pretax earnings, statutory tax rates and permanent differences between book and tax accounting such as percentage depletion.
3 unchanged sentences
Certain taxes may be computed outside of the EAETR and recognized when the event occurs, such as payments of share-based awards and significant, unusual, or infrequently occurring events.
−Removed: In the second quarter of 2025, we recorded income tax expense from continuing operations of $ 91.3 million compared to $ 94.4 million in the second quarter of 2024.
−Removed: The decrease in tax expense was primarily due to the release of a valuation allowance against deferred tax assets of a Canadian subsidiary resulting from a restructuring completed in the second quarter of 2025, partially offset by an increase in pretax earnings.
−Removed: For the first six months of 2025, we recorded income tax expense from continuing operations of $ 125.0 million compared to $ 123.4 million for the first six months of 2024.
−Removed: The increase in tax expense was primarily due to an increase in pretax earnings, partially offset by an increase in the statutory depletion deduction and the release of a valuation allowance against deferred tax assets of a Canadian subsidiary.
+Added: In the third quarter of 2025, we recorded income tax expense from continuing operations of $ 112.4 million compared to $ 85.2 million in the third quarter of 2024.
+Added: The increase in tax expense was primarily due to the increase in pretax earnings, partially offset by the nondeductible portion of the loss on impairment recorded in the third quarter of 2024.
+Added: For the first nine months of 2025, we recorded income tax expense from continuing operations of $ 237.4 million compared to $ 208.5 million for the first nine months of 2024.
+Added: The increase in tax expense was primarily due to the increase in pretax earnings, partially offset by the nondeductible portion of the loss on impairment recorded in the third quarter of 2024.
+Added: The increase was further offset by an increase in the statutory depletion deduction and the release of a valuation allowance against deferred tax assets of a Canadian subsidiary in 2025.
As discussed in Note 8 , in May 2022, Mexican government officials unexpectedly and arbitrarily shut down our Calica operations in Mexico.
In 2024, Calica had deferred tax assets (including net operating losses) of $ 27.5 million against which we have a full valuation allowance recorded.
−Removed: In 2025, we project an $ 8.2 million increase in deferred tax assets against which we have recorded a valuation allowance.
+Added: In 2025, we project a $ 7.6 million increase in deferred tax assets against which we have recorded a valuation allowance.
A majority of the deferred tax assets relate to a net operating loss (NOL) carryforward which would expire between 2032 and 2035 if not utilized.
1 unchanged sentence
We project Alabama NOL carryforward deferred tax assets at December 31, 2025 of $ 57.6 million against which we have a valuation allowance of $ 42.7 million.
−Removed: We expect $ 7.4 million of the Alabama NOL carryforward to expire in 2025 resulting in a tax benefit of $ 0.7 million (recorded as a component of the EAETR) over the previous amount of valuation allowance recorded.
+Added: We expect $ 8.7 million of the Alabama NOL carryforward to expire in 2025 resulting in a tax expense of $ 0.7 million (recorded as a component of the EAETR) over the previous amount of valuation allowance recorded.
Almost all of the Alabama NOL carryforward would expire between 2025 and 2029 if not utilized.
−Removed: Subsequent to quarter end, in July 2025, President Trump signed into law H.R.1 - One Big Beautiful Bill Act ("OBBBA").
+Added: In July 2025, President Trump signed into law H.R.1 - One Big Beautiful Bill Act ("OBBBA").
The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing and an increased business interest expense limitation, as well as certain modifications to the international tax framework.
Changes in tax rates and laws on deferred tax balances are recognized in the period in which the legislation is enacted.
−Removed: Consequently, we are in the process of evaluating all deferred tax balances under the newly enacted tax law and other changes required to our financial statements as a result of the OBBBA.
−Removed: We anticipate an increase to our deferred tax liability and a reduction to income taxes payable, primarily related to the provisions for 100% bonus depreciation and full expensing of domestic research expenditures.
−Removed: We do not expect any material change to our effective tax rate as a result of the OBBBA.
+Added: Consequently, we have evaluated our deferred tax balances and incorporated all applicable changes required into our financial statements as a result of the OBBBA for the quarter ended September 30, 2025.
+Added: The results include an increase to our deferred tax liability and a reduction to income taxes payable related to the provisions for 100% bonus depreciation and full expensing of domestic research expenditures.
+Added: No material changes to our effective tax rate resulted from the OBBBA.
A summary of our deferred tax assets and liabilities is included in Note 9 “Income Taxes” in our Annual Report on Form 10-K for the year ended December 31, 2024.
2 unchanged sentences
Costs to obtain and fulfill contracts (primarily asphalt construction paving contracts) are immaterial and are expensed as incurred when the expected amortization period is one year or less.
−Removed: Our segment total revenues by geographic market for the three and six month periods ended June 30, 2025 and 2024 are disaggregated as follows:
−Removed: Three Months Ended June 30, 2025
+Added: Our segment total revenues by geographic market for the three and nine month periods ended September 30, 2025 and 2024 are disaggregated as follows:
+Added: Three Months Ended September 30, 2025
in millions Aggregates Asphalt Concrete Total
6 unchanged sentences
$ 1,637.9 $ 416.1 $ 237.5 $ 2,291.5
−Removed: Three Months Ended June 30, 2024
+Added: Three Months Ended September 30, 2024
in millions Aggregates Asphalt Concrete Total
6 unchanged sentences
$ 1,448.4 $ 381.1 $ 174.4 $ 2,003.9
−Removed: Six Months Ended June 30, 2025
+Added: Nine Months Ended September 30, 2025
in millions Aggregates Asphalt Concrete Total
6 unchanged sentences
$ 4,399.6 $ 993.7 $ 635.2 $ 6,028.5
−Removed: Six Months Ended June 30, 2024
+Added: Nine Months Ended September 30, 2024
in millions Aggregates Asphalt Concrete Total
13 unchanged sentences
We also generate service revenues from our asphalt construction paving business and service revenues related to our aggregates business, such as landfill tipping fees.
−Removed: Our total service revenues were $ 87.9 million ( 4.2 % of total revenues) and $ 70.2 million ( 3.5 % of total revenues) for the three months ended June 30, 2025 and 2024, respectively, and $ 132.7 million ( 3.6 % of total revenues) and $ 106.7 million ( 3.0 % of total revenues) for the six months ended June 30, 2025 and 2024, respectively.
+Added: Our total service revenues were $ 104.7 million ( 4.6 % of total revenues) and $ 88.2 million ( 4.4 % of total revenues) for the three months ended September 30, 2025 and 2024, respectively, and $ 237.4 million ( 3.9 % of total revenues) and $ 195.0 million ( 3.5 % of total revenues) for the nine months ended September 30, 2025 and 2024, respectively.
Our products typically are sold to private industry and not directly to governmental entities.
10 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
8 unchanged sentences
Under this approach, recognized contract revenue equals the total estimated contract revenue multiplied by the percentage of completion.
−Removed: Future revenues from unsatisfied performance obligations (including contracts with an expected duration of 1 year or less) at June 30, 2025 and 2024 were $ 320.4 million and $ 271.6 million, respectively.
−Removed: The remaining period to complete the obligations at June 30, 2025 ranged from 1 month to 42 months.
+Added: Future revenues from unsatisfied performance obligations (including contracts with an expected duration of 1 year or less) at September 30, 2025 and 2024 were $ 293.8 million and $ 206.5 million, respectively.
+Added: The remaining period to complete the obligations at September 30, 2025 ranged from 0 months to 46 months.
Our construction contracts are unit priced, and an account receivable is recorded for amounts invoiced based on actual units produced.
17 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
2 unchanged sentences
Deferred revenue balance at end of period $ 139.8 $ 146.9 $ 139.8 $ 146.9
−Removed: Based on expected sales from the specified quarries, we expect to recognize $ 7.5 million of VPP deferred revenue as income during the twelve-month period ending June 30, 2026 (reflected in other current liabilities in our June 30, 2025 Condensed Consolidated Balance Sheet).
+Added: Based on expected sales from the specified quarries, we expect to recognize $ 7.5 million of VPP deferred revenue as income during the twelve-month period ending September 30, 2026 (reflected in other current liabilities in our September 30, 2025 Condensed Consolidated Balance Sheet).
FAIR VALUE MEASUREMENTS
5 unchanged sentences
Our assets subject to fair value measurement on a recurring basis are summarized below:
−Removed: in millions June 30
+Added: in millions September 30
2025 December 31
+Added: 2024 September 30
Level 1 Fair Value
7 unchanged sentences
The Level 1 investments include mutual funds for which quoted prices in active markets are available.
−Removed: Level 2 investments are stated at estimated fair value based on the underlying investments in the fund (high-quality, short-term, U.S.
−Removed: dollar-denominated money market instruments).
−Removed: Net gains of the Rabbi Trusts’ investments were $ 1.5 million and $ 1.0 million for the six months ended June 30, 2025 and 2024, respectively.
−Removed: The portions of the net gains related to investments still held by the Rabbi Trusts at June 30, 2025 and 2024 were a loss of $ 1.9 million and a gain of $ 0.9 million, respectively.
+Added: Level 2 investments are stated at estimated fair value based on the underlying investments in the fund (high-quality, short-term money market instruments).
+Added: Net gains of the Rabbi Trusts’ investments were $ 3.9 million and $ 3.8 million for the nine months ended September 30, 2025 and 2024, respectively.
+Added: The portions of the net gains related to investments still held by the Rabbi Trusts at September 30, 2025 and 2024 were $ 1.5 million and $ 3.7 million, respectively.
The carrying values of our cash equivalents, restricted cash, accounts and notes receivable, short-term debt, trade payables and accruals, and all other current liabilities approximate their fair values because of the short-term nature of these instruments.
10 unchanged sentences
Location Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
2025 2024 2025 2024
−Removed: Cash Flow Hedges
Loss reclassified from AOCI Interest expense $ ( 0.6 ) $ ( 0.6 ) $ ( 1.8 ) $ ( 1.7 )
−Removed: For the twelve-month period ending June 30, 2026, we estimate that $ 2.4 million of the $ 16.8 million net of tax loss in AOCI will be reclassified to interest expense.
+Added: For the twelve-month period ending September 30, 2026, we estimate that $ 2.4 million of the $ 16.4 million net of tax loss in AOCI will be reclassified to interest expense.
Debt is detailed as follows:
in millions Effective
−Removed: Interest Rates June 30
+Added: Interest Rates September 30
2025 December 31
+Added: 2024 September 30
Bank line of credit expires 2029
1 unchanged sentence
Commercial paper expires 2029
−Removed: 550.0 0.0 95.0
Total short-term debt $ 0.0 $ 0.0 $ 0.0
29 unchanged sentences
1 Borrowings on the bank line of credit and commercial paper are classified as long-term if we have the intent and ability to extend payment beyond twelve months.
−Removed: Discounts and debt issuance costs are amortized using the effective interest method over the terms of the respective notes resulting in $ 2.6 million and $ 4.5 million of net interest expense for these items for the six months ended June 30, 2025 and 2024, respectively.
+Added: Discounts and debt issuance costs are amortized using the effective interest method over the terms of the respective notes resulting in $ 4.0 million and $ 5.5 million of net interest expense for these items for the nine months ended September 30, 2025 and 2024, respectively.
LINE OF CREDIT AND COMMERCIAL PAPER PROGRAM
1 unchanged sentence
Our commercial paper is fully back-stopped by our line of credit and contains covenants customary for an unsecured investment-grade facility.
−Removed: As of June 30, 2025, we were in compliance with the commercial paper covenants.
+Added: As of September 30, 2025, we were in compliance with the commercial paper covenants.
Commercial paper borrowings bear interest at rates determined at the time of borrowing and as agreed between us and the commercial paper investors.
−Removed: As of June 30, 2025, we had $ 550.0 million in commercial paper borrowings with a 4.66 % effective interest rate.
+Added: As of September 30, 2025, there were no outstanding commercial paper borrowings.
Our $ 1,600.0 million unsecured line of credit was amended in November 2024 to extend the maturity date from August 2027 to November 2029.
Our line of credit contains covenants customary for an unsecured investment-grade facility.
−Removed: As of June 30, 2025, we were in compliance with the line of credit covenants.
+Added: As of September 30, 2025, we were in compliance with the line of credit covenants.
Borrowings on the line of credit bear interest, at our option, at either SOFR plus a margin or Truist Bank’s base rate plus a margin.
2 unchanged sentences
We also pay a commitment fee on the daily average unused amount of the line of credit that ranges from 0.090 % to 0.225 % determined by our credit ratings.
−Removed: As of June 30, 2025, the margin for SOFR borrowings was 1.125 %, the margin for base rate borrowings was 0.125 % and the commitment fee for the unused amount was 0.100 %.
−Removed: As of June 30, 2025, our available borrowing capacity under the line of credit was $ 1,575.3 million.
+Added: As of September 30, 2025, the margin for SOFR borrowings was 1.125 %, the margin for base rate borrowings was 0.125 % and the commitment fee for the unused amount was 0.100 %.
+Added: As of September 30, 2025, our available borrowing capacity under the line of credit was $ 1,576.7 million.
Utilization of the borrowing capacity was as follows:
3 unchanged sentences
All of the covenants in the debt agreements are customary for investment-grade facilities.
−Removed: As of June 30, 2025, we were in compliance with all term debt covenants.
+Added: As of September 30, 2025, we were in compliance with all term debt covenants.
In November 2024, we issued $ 500.0 million of 4.95 % senior notes due 2029, $ 750.0 million of 5.35 % senior notes due 2034 and $ 750.0 million of 5.70 % senior notes due 2054.
5 unchanged sentences
Except for $ 5.2 million of letters of credit related to acquisitions completed in 2024, our standby letters of credit are issued by banks that participate in our $ 1,600.0 million line of credit and reduce the borrowing capacity thereunder.
−Removed: Our standby letters of credit as of June 30, 2025 are summarized by purpose in the table below:
+Added: Our standby letters of credit as of September 30, 2025 are summarized by purpose in the table below:
Risk management insurance $ 9.8
4 unchanged sentences
As the holder of the operating interest, we have responsibility to bear the cost of mining and producing the reserves attributable to this nonoperating interest.
−Removed: As stated in Note 2 , our lease liabilities totaled $ 602.0 million as of June 30, 2025.
−Removed: As summarized by purpose in Note 7 , our standby letters of credit totaled $ 30.6 million as of June 30, 2025.
−Removed: As described in Note 9 , our asset retirement obligations totaled $ 447.8 million as of June 30, 2025.
+Added: As stated in Note 2 , our lease liabilities totaled $ 603.0 million as of September 30, 2025.
+Added: As summarized by purpose in Note 7 , our standby letters of credit totaled $ 28.5 million as of September 30, 2025.
+Added: As described in Note 9 , our asset retirement obligations totaled $ 446.1 million as of September 30, 2025.
LITIGATION AND ENVIRONMENTAL MATTERS
8 unchanged sentences
Amounts accrued for environmental matters (measured on an undiscounted basis) are presented below:
−Removed: in millions June 30
+Added: in millions September 30
2025 December 31
+Added: 2024 September 30
Continuing operations $ 46.3 $ 47.9 $ 33.4
16 unchanged sentences
This voluntary allocation process established an impartial third-party expert recommendation for use by the government and the participants as the basis of possible settlements, including settlements related to future remediation actions.
−Removed: The final allocation recommendations, which are subject to confidentiality provisions, were submitted to the EPA for its review and consideration in late December 2020.
+Added: The final allocation recommendations, which are subject to confidentiality provisions, were submitted to the EPA for its review and consideration in December 2020.
Certain PRPs, including Vulcan, thereafter received a joint confidential settlement demand from the EPA/Department of Justice (DOJ).
22 unchanged sentences
Additionally, Texas Brine, Occidental and Vulcan sued each other in various state and federal court forums.
−Removed: Vulcan and Occidental have since dismissed all of their claims against one another;
−Removed: Texas Brine and Occidental have settled their claims against each other;
−Removed: and Texas Brine’s and Vulcan’s claims against each other are pending in state and federal court.
−Removed: In general, Texas Brine alleges that the sinkhole was caused, in whole or in part, by our negligent or fraudulent actions or failure to act;
+Added: Vulcan and Occidental dismissed all of their claims against one another in 2017.
+Added: Texas Brine's and Vulcan's claims against each other remained pending in state and federal court until the third quarter of 2025.
+Added: In general, Texas Brine alleged that the sinkhole was caused, in whole or in part, by our negligent or fraudulent actions or failure to act;
that we breached the salt lease with Occidental, as well as an operating agreement and related contracts with Texas Brine;
1 unchanged sentence
and that we violated the agreement under which we sold our Chemicals Division to Occidental.
−Removed: Texas Brine’s claims against Vulcan include claims for past and future response costs, lost profits and investment costs, indemnity payments, attorneys’ fees, other litigation costs, and judicial interests.
−Removed: Texas Brine also recently filed a lawsuit against Vulcan seeking indemnity for potential exposure Texas Brine may have to Occidental in the related arbitration, the State of Louisiana, and for ongoing and future Louisiana regulatory matters.
−Removed: In August 2022, we removed the lawsuit to federal court.
−Removed: The state court held a joint bench trial (judge only) in 2017 in three cases brought by pipeline companies claiming damages to their facilities as a result of the sinkhole.
−Removed: This “Phase 1” trial was limited in scope to comparative fault and liability for causing the sinkhole.
−Removed: In December 2017, the trial court issued a ruling allocating fault as follows:
−Removed: Occidental 50 %, Texas Brine (and its wholly-owned subsidiary) 35 % and Vulcan 15 %.
−Removed: In December 2020, the Louisiana Court of Appeal, First Circuit reversed the judgment in part in one of the three jointly tried cases, allocating 55 % of the fault to Texas Brine (and its wholly-owned subsidiary);
−Removed: 30 % to Occidental;
−Removed: and affirming the 15 % fault allocation to Vulcan.
−Removed: In May 2021 and April 2022, the Court of Appeal issued judgments in the other two pipeline cases, adopting the same fault allocation.
−Removed: The Louisiana Supreme Court has declined to review the judgments, resulting in final judgments regarding fault allocations in those matters.
−Removed: In August 2022, Vulcan and Texas Brine commenced a joint “Phase 2” bench trial in the same three pipeline cases where fault was allocated.
−Removed: Prior to trial, the trial court granted various motions by Vulcan seeking dismissal of Texas Brine’s contract-based claims and hundreds of millions of dollars in alleged damages.
−Removed: Thus, the Phase 2 trial addressed the claims that remained pending between Texas Brine and Vulcan after that motion practice.
−Removed: During the Phase 2 trial, Texas Brine and Vulcan reached a negotiated joint stipulation as to the amount of Texas Brine’s damages for its surviving tort claims at issue in the trial.
−Removed: I n December 2022, the trial court entered a judgment in the pipeline cases reflecting this stipulation.
−Removed: The December 2022 Phase 2 judgment did not address numerous of Texas Brine’s claims seeking hundreds of millions of dollars in damages that were dismissed prior to trial.
−Removed: Texas Brine appealed those judgments.
−Removed: In December 2024, the Court of Appeal affirmed dismissal of most of those damage claims, but remanded the dispute to the District Court for further proceedings based on an indemnity claim under one of the agreements.
−Removed: That decision is now final, following writ denials from the Louisiana Supreme Court.
−Removed: Vulcan and Texas Brine are pursuing court-sponsored mediation in an attempt to bring all remaining disputed matters between them to final resolution, failing which a trial is contemplated for early fall.
−Removed: The estimated loss from Texas Brine's remaining claim and the State of Louisiana's potential claims is within the range of the immaterial loss previously recorded in the second quarter of 2022.
+Added: Texas Brine’s claims against Vulcan included claims for past and future response costs, lost profits and investment costs, indemnity payments, attorneys’ fees, other litigation costs, and judicial interests.
+Added: Texas Brine also filed a lawsuit against Vulcan seeking indemnity for potential exposure Texas Brine was subject to in its related arbitration with Occidental, to the State of Louisiana, and for ongoing and future Louisiana regulatory matters.
+Added: In the second quarter of 2022, we recorded an immaterial loss related to these claims brought by Texas Brine.
+Added: During the third quarter of 2025, Vulcan and Texas Brine settled all disputed matters remaining between them, with Vulcan paying an amount within the range of the immaterial loss recorded in the second quarter of 2022.
+Added: With the dispute between Vulcan, Occidental and Texas Brine concluded, the only remaining liability related to this matter concerns claims by the State of Louisiana.
+Added: The claims from the State of Louisiana as defined by their pleadings and discovery responses present an immaterial liability within the range of the remaining loss recorded in the second quarter of 2022.
▪ 1,1,1-TRICHLOROETHANE LITIGATION (DISCONTINUED OPERATIONS) — During the operation of our former Chemicals Division, which was divested to Occidental in 2005, Vulcan manufactured a chlorinated solvent known as 1,1,1-trichloroethane.
2 unchanged sentences
According to the various complaints, the plaintiffs seek damages including, but not limited to, unspecified compensatory damages associated with the remediation of water wells allegedly contaminated with 1,4-dioxane, natural resource damages, disgorgement of profits from the sale of TCA, punitive damages, as well as penalties and attorney's fees under various statutes.
−Removed: We will vigorously defend these cases on substantive and procedural grounds.
+Added: Our first-layer insurance carrier has funded all settlements to date.
+Added: We will vigorously defend the remaining cases on substantive and procedural grounds.
At this time, we cannot determine the likelihood of loss, or reasonably estimate a range of loss, if any, pertaining to the above-referenced cases.
−Removed: ▪ HEWITT LANDFILL MATTER (SUPERFUND SITE) — In September 2015, the Los Angeles Regional Water Quality Control Board (RWQCB) issued a Cleanup and Abatement Order directing Calmat Co., a Vulcan subsidiary (hereinafter Vulcan) to assess, monitor, cleanup, and abate wastes that have been discharged to soil, soil vapor, and/or groundwater at the former Hewitt Landfill in Los Angeles.
−Removed: Following an onsite and offsite investigation and pilot scale testing, the RWQCB approved a corrective action under a Cleanup and Abatement Order (CAO) to include leachate recovery, storm water capture and conveyance improvements, and a groundwater pump, treat and reinjection system.
−Removed: Certain on-site source control measures have been implemented, and the treatment system is fully operational.
−Removed: In October 2024, the RWQCB made a request under the CAO for a work plan to install additional monitoring wells and optimize and expand the existing on-site remediation system.
−Removed: This request complements expansion discussions with the EPA and other stakeholders, as part of an anticipated Alternative Design Plan (ADP).
−Removed: Currently-anticipated costs of these on-site source control activities, including those associated with this work plan, have been fully accrued.
−Removed: We are also engaged in an ongoing dialogue with the EPA, Honeywell, and the Los Angeles Department of Water and Power (LADWP) regarding the potential contribution of the Hewitt Landfill to groundwater contamination in the North Hollywood Operable Unit (NHOU) of the San Fernando Valley Superfund Site.
−Removed: The EPA and Vulcan entered into an AOC and Statement of Work having an effective date of September 2017 for the design of two extraction wells south of the Hewitt Landfill to protect the North Hollywood West (NHW) well field located within the NHOU.
−Removed: In November 2017, we submitted a Pre-Design Investigation (PDI) Work Plan to the EPA, which sets forth the activities and schedule for collection of data in support of our evaluation of the need for an offsite remedy.
−Removed: In addition, this evaluation was expanded as part of the PDI to include the evaluation of a remedy in light of LADWP’s Rinaldi-Toluca (RT) wellfield project.
−Removed: PDI investigative activities were completed between the first and third quarters of 2018, and in December 2018 we submitted a Draft PDI Evaluation Report to the EPA.
−Removed: The Draft PDI Evaluation Report summarizes data collection activities conducted pursuant to the Draft PDI Work Plan and provides model updates and evaluation of remediation alternatives for offsite areas.
−Removed: The EPA provided a final set of comments to the Draft PDI Evaluation Report in October 2020.
−Removed: The final set of comments included a request that Vulcan revise and develop a final PDI Evaluation Report.
−Removed: The final comments further provided a proposal for an alternative approach for offsite remediation (as opposed to installation of offsite extraction wells) and development of a Supplemental PDI Evaluation Report (Supplemental Report) that would require the EPA to modify the remedy in the record of decision as it relates to the Hewitt Landfill.
−Removed: In December 2020, we submitted the Final PDI Evaluation Report, which included responses to the EPA’s comments.
−Removed: At the EPA's request, we submitted a draft Supplemental Report in March 2023 and a draft Alternative Design Work Plan (ADWP) in May 2023.
−Removed: Similar to the PDI Evaluation Report, the draft Supplemental Report and draft ADWP identified expansion of the onsite Hewitt remedy in conjunction with the offsite treatment being performed by LADWP as the preferred option for addressing contamination in offsite areas, instead of the two wells proposed by the EPA.
−Removed: In conjunction with its review of the draft Supplemental Report, the EPA held an initial meeting with stakeholders, including LADWP, in November 2023.
−Removed: Since that time, Vulcan has participated in several additional meetings and responded to several rounds of comments.
−Removed: After receiving final comments from the LADWP, EPA and the RWQCB, Vulcan submitted a final Supplemental Report to the EPA in April 2025 and an ADWP in June 2025.
−Removed: The EPA has requested additional information related to the ADWP, which Vulcan anticipates providing in the third quarter of 2025.
−Removed: In December 2019, Honeywell agreed with LADWP to build a water treatment system (often referred to as the Cooperative Containment Concept or CCC or the second interim remedy) that will provide treated groundwater in the NHOU to LADWP for public water supply purposes.
−Removed: Honeywell contends that some of the contamination to be remediated by the treatment system it is building originated from the Hewitt Landfill and that Vulcan should fund some portion of the costs that Honeywell has incurred and will incur in developing and implementing the second interim remedy.
−Removed: During the fourth quarter of 2021, we completed a partial settlement with Honeywell related to certain costs that Honeywell has incurred for an immaterial amount.
−Removed: In March 2023, Honeywell filed a lawsuit against Vulcan and a third party alleging that Honeywell has incurred more than $ 11 million in costs to resolve its liability to the EPA and that it estimates that it will spend in excess of $ 100 million to construct and operate its water treatment system.
−Removed: Honeywell seeks an "equitable share of necessary response costs" from Vulcan and the third party, which claims indemnity from Vulcan.
−Removed: The Court stayed the lawsuit until February 2025, and Vulcan has since answered the lawsuit in the first quarter of 2025.
−Removed: Vulcan remains in discussions with Honeywell regarding the reasonable costs Honeywell has incurred.
−Removed: We are also gathering and analyzing data and developing technical information to determine the extent of possible contribution by the Hewitt Landfill to the groundwater contamination in the area.
−Removed: Based on this technical information and recent settlement discussions, we have accrued an immaterial amount for our contribution of costs anticipated to be incurred by Honeywell.
−Removed: This work is also intended to assist in identification of other PRPs that may have contributed to groundwater contamination in the area.
−Removed: Further, LADWP is constructing two new production and treatment facilities at city wellfields located near the Hewitt Landfill — the NHW wellfield and the RT wellfield (also referred to as the NHW treatment system and North Hollywood Central (NHC) treatment system, respectively).
−Removed: LADWP has alleged that the Hewitt Landfill is one of the primary sources of contamination at the NHW treatment system and one of the sources of contamination at the NHC treatment system.
−Removed: According to information available on the California State Water Resources Control Board (SWRCB) website, the capital cost of the NHW treatment system is estimated at $ 92 million, and the capital cost of the NHC treatment system is estimated at $ 245 million.
−Removed: LADWP initially started operation of the NHW treatment system in the third quarter of 2024 but subsequently discontinued startup.
−Removed: Currently, LADWP plans to re-commence operation in late 2025.
−Removed: Both systems will incur costs for operation and maintenance.
−Removed: LADWP has applied for and received substantial funding to contribute to both treatment systems from grants of Proposition 1 bond funding from the SWRCB.
−Removed: According to information available on the SWRCB website, the bond money obtained for the NHW treatment system is $ 46 million, and the bond money obtained for the NHC treatment system is $ 95 million.
+Added: ▪ HEWITT LANDFILL MATTER (SUPERFUND SITE) — In 2015, the Los Angeles Regional Water Quality Control Board (RWQCB) issued a Cleanup and Abatement Order (CAO) directing Calmat Co., a Vulcan subsidiary (hereinafter Vulcan) to assess, monitor, cleanup, and abate wastes that have been discharged to soil, soil vapor, and/or groundwater at the former Hewitt Landfill in Los Angeles.
+Added: Following an extensive investigation and pilot scale testing, Vulcan implemented an onsite corrective action plan approved by RWQCB that includes a groundwater pump, treat and reinjection system.
+Added: In 2024, the RWQCB made a request under the CAO for a work plan to install additional monitoring wells and optimize and expand the existing on-site remediation system.
+Added: This request complements expansion discussions with the EPA and other stakeholders as part of an Alternative Design Plan (ADP).
+Added: Currently-anticipated costs of these on-site source control activities have been fully accrued.
+Added: We are also engaged in an ongoing dialogue with the EPA and the Los Angeles Department of Water and Power (LADWP) regarding the potential contribution of the Hewitt Landfill to groundwater contamination in the North Hollywood Operable Unit (NHOU) of the San Fernando Valley Superfund Site.
+Added: The EPA and Vulcan entered into a 2017 Administrative Order on Consent (AOC) for the design of two extraction wells south of the Hewitt Landfill to protect the North Hollywood West (NHW) well field.
+Added: Thereafter, LADWP proposed and ultimately constructed two water production and well head treatment facilities—the NHW system and the North Hollywood Central (NHC) system—at LADWP wellfields located near the Hewitt Landfill.
+Added: After significant evaluation of the likely effect of LADWP’s water production facilities on other previously-feasible remediation options and the exchange of numerous workplans and evaluation reports, Vulcan submitted an ADP to the EPA in August 2025.
+Added: The ADP relies upon the RWQCB-approved expansion of the onsite Hewitt remedy and, necessarily, the two well head treatment systems operated by LADWP as the preferred method to address the off-site impacts that were the target of the 2017 AOC.
+Added: The ADP further contemplates an agreement on the coordination of the operation of the onsite Hewitt remedy and LADWP’s well head treatment systems.
+Added: The EPA, Vulcan, and LADWP continue to engage in a dialogue regarding the coordination of the systems.
+Added: At this time, we cannot reasonably estimate a range of a loss pertaining to potential work completed at the direction of the EPA.
+Added: Additionally, Vulcan is in a dispute with LADWP regarding the cost and necessity of LADWP's construction of the two well head treatment facilities and Vulcan's relative contribution to their construction and operation.
+Added: LADWP has alleged that the Hewitt Landfill is one of the primary sources of contamination at the NHW system and one of the sources of contamination at the NHC system.
+Added: According to information available on the California State Water Resources Control Board (SWRCB) website, the capital cost of the NHW system is estimated at $ 92 million, and the capital cost of the NHC system is estimated at $ 245 million.
+Added: LADWP's actual cost is likely to be in excess of these publicly-reported estimates.
+Added: Additionally, both systems will incur costs for operation and maintenance.
+Added: Both treatment systems received substantial grants of Proposition 1 bond funding from the SWRCB.
+Added: According to information available on the SWRCB website, the bond money obtained for the NHW system is $ 46 million, and the bond money obtained for the NHC system is $ 95 million.
+Added: LADWP has also indicated that it may assert claims related to the historical inability to use water in the vicinity of its well fields.
We anticipate continued discussions with LADWP regarding its potential claims.
−Removed: In conjunction with those discussions, we are engaging in further efforts to gather and analyze records and data in order to assess the extent of possible contribution by the Hewitt Landfill to the groundwater contamination in the area, consistent with the parallel request by the EPA, and the reasonableness of LADWP’s remediation efforts.
−Removed: This work is also intended to assist in identification of other PRPs that may have contributed to groundwater contamination in the area of the NHW and RT wellfields.
−Removed: Together, these efforts will allow us to analyze our anticipated equitable contribution to LADWP’s remediation efforts.
−Removed: Among other factors, we anticipate that any equitable contribution should take into account the on-site source control and other measures implemented by Vulcan at the former Hewitt Landfill, the relative contribution and duration of any contaminants originating from the Hewitt Landfill to the LADWP systems, and the cost effectiveness of the LADWP systems.
−Removed: At this time, we cannot reasonably estimate a range of a loss to Vulcan pertaining to LADWP’s potential contribution claim.
+Added: In conjunction with those discussions, we are engaging in further efforts to gather and analyze records and data in order to assess the extent of possible contribution by the Hewitt Landfill to the groundwater contamination in the area, consistent with the parallel request by the EPA, and the reasonableness of LADWP’s efforts.
+Added: This work is also intended to assist in identification of other PRPs that may have contributed to groundwater contamination in the area of the NHW and NHC systems.
+Added: Together, these efforts will allow us to analyze our anticipated equitable contribution to LADWP’s treatment systems.
+Added: Among other factors, we anticipate that any contribution should take into account the on-site source control and other measures implemented by Vulcan at the former Hewitt Landfill, the relative contribution and duration of any contaminants originating from the Hewitt Landfill to the LADWP systems, and the cost-effectiveness of the LADWP systems.
+Added: At this time, we cannot reasonably estimate a range of a loss pertaining to LADWP’s potential contribution claim.
+Added: Finally, Honeywell operated a facility within the NHOU footprint that is responsible for groundwater contamination and, under an EPA agreement, will construct and operate a water treatment system.
+Added: Honeywell’s system is often referred to by EPA as the second interim remedy (2IR).
+Added: Honeywell alleges that some of the contamination to be remediated by the 2IR originated from the Hewitt Landfill and that Vulcan should fund some portion of the costs that Honeywell has incurred and will incur in developing and implementing the remedy.
+Added: In 2021, an immaterial settlement was reached with Honeywell related to certain past costs incurred.
+Added: In a 2023 lawsuit against Vulcan and a third party, Honeywell stated it has incurred more than $ 11 million to resolve its liability to the EPA and estimated that it will spend in excess of $ 100 million to construct and operate its water treatment system.
+Added: Through the lawsuit, Honeywell seeks an "equitable share of necessary response costs" from Vulcan and a third party, which claims indemnity from Vulcan.
+Added: Vulcan has filed its answer to the lawsuit and remains in discussions with Honeywell regarding the reasonable costs Honeywell has incurred and Vulcan’s share of the same.
+Added: We are also gathering and analyzing data and developing technical information to determine the extent of possible contribution by the Hewitt Landfill to groundwater contamination in the area of Honeywell’s system.
+Added: Based on this technical information and recent settlement discussions, we have accrued an immaterial amount for our liability to Honeywell.
▪ NAFTA ARBITRATION — In September 2018, our subsidiary Legacy Vulcan, LLC (Legacy Vulcan), on its own behalf, and on behalf of our Mexican subsidiary Calizas Industriales del Carmen, S.A.
25 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
6 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
17 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
6 unchanged sentences
Pretax amortization from AOCI $ 1.2 $ 1.6 $ 3.7 $ 4.5
−Removed: The contributions to pension plans for the six months ended June 30, 2025 and 2024, as reflected on the Condensed Consolidated Statements of Cash Flows, pertain to benefit payments under nonqualified plans for both periods and a qualified plan contribution of $ 1.3 million in the second quarter of 2025.
−Removed: We anticipate making total contributions of $ 9.6 million to our qualified pension plans in 2025.
+Added: Contributions to pension plans, as reflected on the Condensed Consolidated Statements of Cash Flows, pertain to benefit payments under nonqualified plans and qualified plan contributions of $ 13.8 million and $ 7.1 million for the nine months ended September 30, 2025 and 2024, respectively.
POSTRETIREMENT PLANS
4 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
10 unchanged sentences
Under these plans, we match employees’ eligible contributions at established rates.
−Removed: Expense recognized in connection with these matching obligations totaled $ 39.6 million and $ 48.1 million for the six months ended June 30, 2025 and 2024, respectively.
+Added: Expense recognized in connection with these matching obligations totaled $ 61.3 million and $ 67.2 million for the nine months ended September 30, 2025 and 2024, respectively.
OTHER COMPREHENSIVE INCOME
3 unchanged sentences
Amounts in accumulated other comprehensive income (loss) (AOCI), net of tax, are as follows:
−Removed: in millions June 30
+Added: in millions September 30
2025 December 31
+Added: 2024 September 30
Cash flow hedges $ ( 16.4 ) $ ( 17.7 ) $ ( 18.2 )
1 unchanged sentence
Total AOCI $ ( 123.1 ) $ ( 127.4 ) $ ( 138.8 )
−Removed: Changes in AOCI, net of tax, for the six months ended June 30, 2025 are as follows:
+Added: Changes in AOCI, net of tax, for the nine months ended September 30, 2025 are as follows:
in millions Cash Flow
4 unchanged sentences
Amounts reclassified from AOCI 1.3 3.0 4.3
−Removed: AOCI Balances as of June 30, 2025 $ ( 16.8 ) $ ( 107.7 ) $ ( 124.5 )
+Added: AOCI Balances as of September 30, 2025 $ ( 16.4 ) $ ( 106.7 ) $ ( 123.1 )
Amounts reclassified from AOCI to earnings are as follows:
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
12 unchanged sentences
The terms and provisions of such shares will be determined by our Board of Directors upon any issuance of preferred shares in accordance with our Certificate of Incorporation.
−Removed: There were no shares held in treasury as of June 30, 2025, December 31, 2024 and June 30, 2024.
+Added: There were no shares held in treasury as of September 30, 2025, December 31, 2024 and September 30, 2024.
Our common stock purchases (all of which were open market purchases) and subsequent retirements for the year-to-date periods ended are as follows:
−Removed: in millions, except average price June 30
+Added: in millions, except average price September 30
2025 December 31
+Added: 2024 September 30
Number of shares purchased and retired 0.2 0.3 0.3
3 unchanged sentences
1 The amount paid to purchase shares in excess of the par value and related excise taxes are recorded in retained earnings.
−Removed: As of June 30, 2025, 6,647,118 shares may be purchased under the current authorization of our Board of Directors.
+Added: As of September 30, 2025, 6,647,118 shares may be purchased under the current authorization of our Board of Directors.
Changes in total equity are summarized below:
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions, except per share data 2025 2024 2025 2024
13 unchanged sentences
Distribution to noncontrolling interest 0.0 ( 1.8 ) ( 1.5 ) ( 1.8 )
−Removed: Earnings (loss) attributable to noncontrolling interest ( 0.1 ) 0.3 0.4 0.6
+Added: Earnings attributable to noncontrolling interest 0.1 0.8 0.6 1.4
+Added: Other noncontrolling interest
+Added: 0.0 0.0 ( 0.1 ) 0.0
Balance at end of period $ 22.9 $ 24.1 $ 22.9 $ 24.1
12 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
17 unchanged sentences
Selling, administrative and general expenses $ ( 145.3 ) $ ( 129.1 ) $ ( 428.0 ) $ ( 393.0 )
+Added: Loss on impairments 0.0 ( 86.6 ) 0.0 ( 86.6 )
Other operating income (expense), net ( 8.7 ) ( 12.4 ) ( 19.0 ) ( 19.3 )
6 unchanged sentences
Three Months Ended
−Removed: June 30 Six Months Ended
+Added: September 30 Nine Months Ended
in millions 2025 2024 2025 2024
13 unchanged sentences
Aggregates $ 14,539.4 $ 12,023.1
−Removed: Asphalt 830.6 737.6
Concrete 977.1 794.8
8 unchanged sentences
3 Certain temporarily idled assets are included within a segment's Identifiable Assets, but the associated DDA&A is shown within Other in the DDA&A section above as the related DDA&A is excluded from segment gross profit.
+Added: 4 Includes assets classified as held for sale (see Note 16 for additional information).
5 The increase in total identifiable assets is primarily due to acquisitions completed in 2024 (see Note 16 for additional information).
1 unchanged sentence
Supplemental information referable to our Condensed Consolidated Statements of Cash Flows is summarized below:
−Removed: Six Months Ended
+Added: Nine Months Ended
in millions 2025 2024
13 unchanged sentences
We test goodwill for impairment on an annual basis or more frequently if events or circumstances change in a manner that would more likely than not reduce the fair value of a reporting unit below its carrying value.
−Removed: There were no charges for goodwill impairment in the six-month periods ended June 30, 2025 and 2024.
+Added: During the third quarter of 2024, we determined that a triggering event occurred with respect to a reporting unit that includes concrete operations acquired in 2021.
+Added: Based on an interim goodwill impairment test, we determined that the estimated fair value of this reporting unit was less than its carrying value.
+Added: As a result, we recorded an $ 86.6 million noncash impairment charge.
+Added: There was no charge for goodwill impairment in the nine-month period ended September 30, 2025.
Accumulated goodwill impairment losses amount to $ 390.2 million ($ 252.7 million in our former Cement segment and $ 137.5 million in our Concrete segment).
−Removed: Changes in the carrying amount of goodwill by reportable segment from December 31, 2024 to June 30, 2025 are shown below:
+Added: Changes in the carrying amount of goodwill by reportable segment from December 31, 2024 to September 30, 2025 are shown below:
in millions Aggregates Asphalt Concrete Total
4 unchanged sentences
( 0.6 ) 0.0 0.0 ( 0.6 )
−Removed: Goodwill at June 30, 2025 $ 3,716.9 $ 91.6 $ 23.3 $ 3,831.8
+Added: Goodwill at September 30, 2025 $ 3,724.6 $ 91.6 $ 23.3 $ 3,839.5
1 See Note 16 for acquisitions and divestitures.
1 unchanged sentence
BUSINESS ACQUISITIONS
−Removed: 2025 BUSINESS ACQUISITIONS — Through the six months ended June 30, 2025, we completed no business acquisitions.
−Removed: 2024 BUSINESS ACQUISITIONS — Through the six months ended June 30, 2024, we acquired operations in Alabama, North Carolina and Texas for total cash consideration of $ 193.4 million.
+Added: 2025 BUSINESS ACQUISITIONS — Through the nine months ended September 30, 2025, we completed no business acquisitions.
+Added: 2024 BUSINESS ACQUISITIONS — Through the nine months ended September 30, 2024, we acquired operations in Alabama, North Carolina and Texas for total cash consideration of $ 206.4 million.
For the full year 2024, including adjustments made in the current year, we acquired the following operations for total consideration of $ 2,305.6 million ($ 2,274.6 million cash and $ 31.0 million noncash):
16 unchanged sentences
in millions Three Months Ended
−Removed: June 30, 2024 Six Months Ended
−Removed: June 30, 2024
+Added: September 30, 2024 Nine Months Ended
+Added: September 30, 2024
Supplemental Pro Forma Results
3 unchanged sentences
The fair value of consideration transferred for the Wake Stone and Superior acquisitions and the preliminary amounts (pending final appraisals of intangible assets and property, plant & equipment) of assets acquired and liabilities assumed are summarized below:
−Removed: in millions June 30
+Added: in millions September 30
Fair Value of Purchase Consideration
20 unchanged sentences
▪ First quarter — non-strategic aggregates locations in rural West Texas with limited reserves resulting in an immaterial gain
−Removed: We had no significant divestitures through the six months ended June 30, 2024.
−Removed: No material assets met the criteria for held for sale at June 30, 2025, December 31, 2024 or June 30, 2024.
+Added: We had no significant divestitures through the nine months ended September 30, 2024.
+Added: Certain Texas asphalt and construction paving operations met the criteria for held for sale as of September 30, 2025.
+Added: The major classes of assets and liabilities classified as held for sale as of September 30 are presented in the table below.
+Added: Subsequent to quarter end, we completed the sale of these Texas asphalt and construction paving assets.
+Added: No material assets met the criteria for held for sale at December 31, 2024 and September 30, 2024.
+Added: in millions September 30
+Added: 2025 December 31
+Added: 2024 September 30
+Added: Held for Sale
+Added: Inventory $ 10.8 $ 0.0 $ 0.0
+Added: Land and land improvements, net 11.5 0.0 0.0
+Added: Buildings, machinery and equipment, net 22.2 0.0 0.0
+Added: Operating leases, net 27.0 0.0 0.0
+Added: Finance leases, net 0.5 0.0 0.0
+Added: Amortizable intangible assets, net 24.6 0.0 0.0
+Added: Other assets, net
+Added: Total assets held for sale $ 97.3 $ 0.0 $ 0.0
+Added: Current operating lease liabilities $ ( 1.4 ) $ 0.0 $ 0.0
+Added: Current finance lease liabilities ( 0.2 ) 0.0 0.0
+Added: Noncurrent operating lease liabilities ( 33.9 ) 0.0 0.0
+Added: Noncurrent finance lease liabilities ( 0.5 ) 0.0 0.0
+Added: Other liabilities, net
+Added: ( 1.6 ) 0.0 0.0
+Added: Total liabilities held for sale $ ( 37.6 ) $ 0.0 $ 0.0
+Added: Additionally, on October 28, 2025, we entered into an agreement for the disposition of our ready-mixed concrete businesses in California.
+Added: Subject to obtaining regulatory approvals and the satisfaction of other customary closing conditions, we expect to close this transaction in the fourth quarter of 2025.
+Added: These assets did not meet the criteria for classification as held for sale at September 30, 2025.
NEW ACCOUNTING STANDARDS
1 unchanged sentence
ACCOUNTING STANDARDS PENDING ADOPTION
−Removed: In December 2023, the Financial Accounting Standards Board (FASB) issued ASU 2023-09, “Income Taxes – Improvements to Income Tax Disclosures,” which requires disclosure of specific categories and disaggregation of information in the rate reconciliation table and expands disclosures related to income taxes paid.
+Added: In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-09, “Income Taxes – Improvements to Income Tax Disclosures,” which requires disclosure of specific categories and disaggregation of information in the rate reconciliation table and expands disclosures related to income taxes paid.
The new standard is effective for fiscal years beginning after December 15, 2024 and is to be applied prospectively.
4 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.