What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-02-12 compared with 2025-02-13 · 255 added, 220 removed, 804 unchanged (37% of the section changed)

1 unchanged sentence

Actual results may differ materially from those expressed in forward-looking statements.

See Item 7 of Part II – “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

See Item 7 of Part II – “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” All references to “dollars” or “$” used herein refer to U.S.

dollars, and all references to “CAD $” used herein refer to Canadian dollars, unless otherwise stated.

Waste Connections, Inc.

4 unchanged sentences

We anticipate that a part of our future growth will come from acquiring additional waste businesses and, therefore, we expect that additional acquisitions could continue to affect period-to-period comparisons of our operating results.

Waste Connections, Inc.

is a corporation organized under the laws of Ontario, Canada.

Our Operating Strategy

Our operating strategy seeks to improve financial returns and deliver superior shareholder value creation within the solid waste industry.

We generally seek to avoid highly competitive, large urban markets and instead target markets where we can attain high market share either through exclusive contracts, vertical integration or asset positioning.

We also target niche markets, like non-hazardous E&P waste treatment and disposal services, with similar characteristics.

We generally target markets where we can establish a substantial presence and operate efficiently and profitably through exclusive contracts, vertical integration or asset positioning.

We also target niche markets, like non-hazardous E&P waste treatment, recovery and disposal services, with similar characteristics.

We are a leading provider of waste services in most of our markets, and the key components of our operating strategy, which are tailored to the competitive and regulatory factors that affect our markets, are as follows:

Target Secondary and Rural Markets .

By targeting secondary and rural markets, we believe that we are able to achieve a higher local market share than would be attainable in more competitive urban markets, which we believe reduces our exposure to customer churn and improves financial returns.

Target Markets Where We Can Operate Efficiently .

By targeting markets where we can operate efficiently, including secondary and rural markets, we believe that we are able to achieve a substantial presence, reducing our exposure to customer churn and improving our financial returns.

In certain niche markets, like E&P waste treatment and disposal, early mover advantage in certain rural basins may improve market positioning and financial returns given the limited availability of existing third-party-owned waste disposal alternatives.

Control the Waste Stream .

In markets where waste collection services are provided under exclusive arrangements, or where waste disposal is municipally owned or funded or available at multiple sources, we believe that controlling the waste stream by providing collection services under exclusive arrangements is often more important to our growth and profitability than owning or operating landfills.

In markets where waste collection services are provided under exclusive arrangements, or where waste disposal is municipally owned or funded or available at multiple sources, we seek to achieve efficiencies through our collection services that aid our growth and profitability.

Optimize Asset Positioning .

We believe that the location of disposal sites within competitive markets is a critical factor to success in the waste services industry.

Given the importance of and costs associated with the transportation of waste to treatment and disposal sites, having disposal capacity proximate to the waste stream may provide a competitive advantage and serve as a barrier to entry.

We believe that the location of disposal sites is often a critical factor to success in the waste services industry.

Provide Vertically Integrated Services .

In markets where we believe that owning landfills is a strategic advantage to a collection operation because of competitive and regulatory factors, we generally focus on providing integrated services, from collection through disposal of solid waste in landfills that we own or operate.

In markets where we believe that owning landfills will allow us to achieve efficiencies, we generally focus on providing integrated services, from collection through disposal of solid waste in landfills that we own or operate.

Manage on a Decentralized Basis .

We manage our operations on a decentralized basis through six geographic operating segments.

This places decision-making authority closer to the customer, enabling us to identify and address

customers’ needs quickly in a cost-effective manner.

This places decision-making authority closer to the customer, enabling us to identify and address customers’ needs quickly in a cost-effective manner.

We believe that decentralization provides a low-overhead, highly efficient operational structure that allows us to expand into geographically contiguous markets and operate in relatively small communities that larger competitors may not find attractive.

18 unchanged sentences

Our operations include market areas where we have exclusive arrangements, including franchise agreements, municipal contracts and governmental certificates, under which we are the exclusive service provider for a specified market.

These exclusive rights and contractual arrangements create a barrier to entry that is usually obtained through the acquisition of a company with such exclusive rights or contractual arrangements or by winning a competitive bid.

We usually obtain these exclusive rights through the acquisition of a company with such exclusive rights or contractual arrangements or by winning a competitive bid.

We devote significant resources to securing additional franchise agreements and municipal contracts through competitive bidding and by acquiring other companies.

3 unchanged sentences

Generate Internal Growth .

To generate internal revenue growth, our district management and sales and marketing personnel focus on increasing market penetration in our current and adjacent markets, soliciting new customers in markets where such customers have the option to choose a particular waste collection service and marketing upgraded or additional

services (such as compaction or automated collection) to existing customers.

where such customers have the option to choose a particular waste collection service and marketing upgraded or additional services (such as compaction or automated collection) to existing customers.

We also seek price increases necessary to offset increased costs, to improve operating margins and to obtain adequate returns on our deployed capital.

7 unchanged sentences

(1) provide waste collection services under exclusive arrangements such as franchise agreements, municipal contracts and governmental certificates;

(2) gain a leading market position and provide vertically integrated collection and disposal services;

or (3) gain a leading market position in a niche market through the provision of treatment and disposal services.

(2) provide vertically integrated collection and disposal services and establish a substantial presence;

or (3) establish a substantial presence in a niche market through the provision of treatment and disposal services.

We believe that our experienced management, decentralized operating strategy, financial strength, size and public company status make us an attractive buyer to certain waste collection and disposal acquisition candidates.

2 unchanged sentences

In new markets, we often use an initial acquisition as an operating base and seek to strengthen the acquired operation's presence in that market by providing additional services, adding new customers and making "tuck-in" acquisitions of other waste companies in that market or adjacent markets.

We believe that many suitable “tuck-in” acquisition opportunities exist within our current and targeted market areas that may provide us with opportunities to increase our market share and route density.

We believe that many suitable "tuck-in" acquisition opportunities exist within our current and targeted market areas that may provide us with opportunities to bolster our position and route density.

The North America solid waste services industry has experienced continued consolidation over the past several years.

In spite of this consolidation, the solid waste services industry remains regional in nature, with acquisition opportunities available in select markets.

In some markets in both municipal solid waste, or MSW, and E&P waste, independent landfill, collection or service providers lack the capital resources, management skills and/or technical expertise necessary to comply with stringent environmental and other governmental regulations and to compete with larger, more efficient, integrated operators.

In some markets in both municipal solid waste, or MSW, and E&P waste, independent landfill, collection or service providers may lack the capital resources, management skills and/or technical expertise necessary to comply with stringent environmental and other governmental regulations or to operate efficiently.

In addition, many of the remaining independent operators may wish to sell their businesses to achieve liquidity in their personal finances or as part of their estate planning.

During the year ended December 31, 2024, we completed 24 acquisitions for consideration having a net fair value of $2.199 billion.

During the year ended December 31, 2025, we completed 19 acquisitions for consideration having a net fair value of $966.8 million.

During the year ended December 31, 2024, we completed 24 acquisitions for consideration having a net fair value of $2.228 billion.

During the year ended December 31, 2023, we completed 13 acquisitions for consideration having a net fair value of $766.2 million.

HUMAN CAPITAL

We believe that empowered and engaged employees can be an important differentiator and aim to be an employer of choice.

We look to attract and retain high performing talent with the mindset, skillset and commitment to uphold our values of safety, integrity, customer service, being a great place to work and the premier solid waste services company in the U.S.

All employees are responsible for upholding the Waste Connections Vision and Values, and the Waste Connections Code of Conduct, which form the foundation of our policies and practices.

Our goal is to create an environment where self-directed, empowered employees strive to consistently fulfill our constituent commitments and seek to create positive impacts through interactions with customers, communities and fellow employees, always relying on our Operating Values as the foundation for our existence.

Moreover, we are committed to an inclusive, supportive environment built on the principles of Servant Leadership.

Providing opportunities for employee development and advancement, we strive to maintain a culture which has been integral to the growth and sustainability of our business.

At Waste Connections, we believe that empowered, engaged employees can be an important differentiator.

We aim to attract and retain top talent who embody our values of safety, integrity, and customer service, all while making Waste Connections a great place to work.

Our culture, grounded in Servant Leadership and our Operating Values, encourages employees to create positive impacts for customers, communities, and each other—driving our ongoing growth and success.

Waste Connections’ key human capital management objectives are designed to:

● Ensure our people and communities are safe and healthy

● Reward and support employees through competitive pay, benefits and wellness programs

● Acquire and retain high-performing talent that aligns with our Operating Values

● Enhance our culture through employee engagement

● Develop talent for critical roles and leadership positions

Our Workforce

As of December 31, 2024, our employee population consisted of 23,854 active employees, including 11,191 commercial truck drivers and 1,958 mechanics.

There were 20,187 employees located in the United States and 3,667 employees located in Canada.

Active employees included 43% ethnic minorities, 17% women, and 7% veterans of the armed services.

As of December 31, 2024, 3,774 employees, or approximately 16% of our workforce, were employed under collective bargaining agreements.

The majority of our collective bargaining agreements are with the Teamsters Union in both the U.S.

These collective bargaining agreements are renegotiated periodically.

In 2024, we did not experience any work stoppages or have any days idle as a result of labor issues.

As of December 31, 2025, Waste Connections employed approximately 24,214 active employees, including 11,347 commercial truck drivers and 2,020 mechanics, with 20,471 employees in the U.S.

and 3,743 in Canada.

Our workforce included 44% ethnic minorities, 17% women, and 7% veterans.

At year end, approximately 16% of our workforce were employed under collective bargaining agreements, primarily with the Teamsters Union in both the U.S.

We have 23 collective bargaining agreements covering 1,414 employees that have expired or are set to expire during 2026.

We do not expect any significant disruption in our overall business in 2025 as a result of labor negotiations, employee strikes or organizational efforts by labor unions or their representatives.

In 2025, we did not experience any work stoppages or days idle due to labor issues.

Health and Safety

Safety is our first operating value at Waste Connections.

1 unchanged sentence

Our ultimate goal is to “Drive to ZERO”, that is, to work toward achieving zero incidents and accidents, and we continue to invest in technology to support the efforts of our leaders to drive results.

We utilize on-board event recording technology to identify both risky behavior, which is coached, and best practices, which are reinforced and rewarded with safety bonuses.

We utilize onboard event recording technology to identify both risky behavior, which is coached, and best practices, which are reinforced and rewarded with safety bonuses.

We have developed a risk-based scoring system for our drivers to improve their safe driving skills and hold our leaders responsible for the performance of the employees they are privileged to serve.

In 2024, this behavior-based approach to safety resulted in a reduction in our incident rate by 15%, with approximately 65% of our operating locations posting zero safety-related incidents or reduced incident frequency over the prior year.

In addition, our Total Recordable Incident Rate, or TRIR, remains well below industry averages.

In 2025, our behavior-based approach to safety drove a 13% reduction in incident rates, setting a record low after several consecutive years of improvement, and achieving our aspirational sustainability target seeking 25% improvement from 2018 levels.

As compared to industry averages, we have historically trended significantly better on Total Recordable Incident Rate, or TRIR.

Safety training is an integral part of our culture of safety.

3 unchanged sentences

We further emphasize the importance of safety through regular tailgate safety meetings and rollout safety instructions for our drivers, and through the utilization of electronic safety communication boards, safety alerts, and other communications to heighten awareness and maintain focus every day on the importance of safety.

While we attribute our successful safety record to our culture and behavior-based approach, we recognize that advances in fleet design and technology can be important tools in identifying risky behaviors and providing coaching opportunities to further our efforts to achieve our long-term, aspirational target of a 25% reduction in incident rates as described in our 2024 Sustainability Report (www.wasteconnections.com/sustainability).

To that end, we utilize upgraded on-board event recording technology, including Machine Vision and Artificial Intelligence, to identify and address at-risk behaviors.

In addition to the use of Freightliner EconicSD trucks, which provide enhanced safety features including an integrated collision mitigation system, improved visibility and several ergonomic benefits, we are increasingly ordering traditional waste collection vehicles with side-radar, front-collision and other notification technology.

Culture/Servant Leadership

To further demonstrate our commitment to safety, we are investing in advanced sensors within certain vehicle types, capable of automatically braking a backing vehicle when a risk is detected.

Additionally, we are in the process of enhancing our on-board technology with advanced pedestrian detection systems that provide visible and audible warnings to drivers.

These upgrades, combined with our continued commitment to a behavior-based approach, position us for ongoing improvement in safety performance.

Compensation and Benefits

We offer compensation and benefits that we believe help attract and retain employees, and promote their financial and overall wellness.

In addition to competitive base salaries, we offer a range of short-term, long-term, and commission-based incentive programs tied to financial, safety, and human capital metrics.

Our total rewards package includes:

● Market-competitive pay, bonus, and equity opportunities

● Comprehensive healthcare plans

● Market-leading retirement benefits

● Generous and flexible time off

● Employee Share Purchase Plan

● Military pay differential and paid leave for training

● Scholarship programs for employees’ dependents

● Commercial Driver’s License training opportunities

In 2025, we introduced DailyPay as a new benefit providing employees access to earned wages prior to payday.

This benefit helps reduce financial stress, empowers employees to manage unexpected expenses without resorting to costly third-party loans, and supports overall financial wellness.

Employee Wellness

We support employee wellness through comprehensive benefits, including affordable healthcare, retirement plans, paid time off, and programs supporting financial and emotional health.

In 2025, we introduced additional programs to meet evolving employee needs, address the rising cost of healthcare for families, and provide more proactive health management.

These programs include:

surgery concierge service, cancer care support and weight loss programs.

Employee Experience and Retention

We recognize the value of retaining engaged employees, as they are our most productive and safest team members.

The employee experience begins with the hiring process, where we focus on attracting individuals whose characteristics align closely with our Operating Values, followed by intentional onboarding, consistent training, and ongoing personal development.

Leadership prioritizes retention at every level of the organization and actively monitors employee experience through engagement surveys, stay interviews, and action plans.

Additionally, retention and employee experience are incorporated into leadership compensation plans, supported by annual survey results and year-over-year turnover tracking.

As a result of these and other initiatives, voluntary turnover declined by 17% compared to the prior year, contributing to a cumulative reduction of over 50% since 2022.

Additionally, in 2025, our engagement survey participation rate was 95%, with an overall score of 8.6, exceeding the prior year and industry benchmarks.

Training and Development

At Waste Connections, we maintain that our purposeful culture drives differentiated results;

1 unchanged sentence

This concept inverts the traditional management hierarchy, positioning leaders to serve their employees both professionally and personally, and empowers employees by prioritizing their needs, sharing responsibility and driving personal development.

As a result, a significant amount of management time and resources are dedicated to leadership training and development.

Training and Development

Our training and development initiatives leverage both internal and external resources, offering a mix of in-person, classroom-based training sessions and virtual sessions delivered through our Learning Management System, or LMS.

In aggregate, 100% of our employees participated in either virtual training and/or in-person training during 2024.

Our training team created and introduced the Supervisor Development series in 2024.

Focusing on our emerging supervisors and future managers, the training includes both online learning modules and live virtual sessions.

The online module introduces a new monthly leadership or management topic with a subsequent live session that presents practical application techniques to reinforce learned skills from the modules.

In 2024, more than 1,500 frontline leaders from all lines of business participated, completing over 8,500 individual learning sessions.

The series is set to continue in 2025.

In 2024, we also expanded our Driver Training offerings with the opening of our second Commercial Driver Center in Houston, Texas.

Our Commercial Driver Centers provide access to Class B Commercial Driver’s License training and certification testing for existing and newly hired employees.

With the driver shortage in the U.S.

expected to double by 2030, these centers allow Waste Connections to train existing employees as well as attract new talent into our critical professional driver ranks.

Additionally in 2024, we launched our “Next Gen” program in partnership with WyoTech, a technical college offering a 9-month diesel technology training program, with scholarship opportunities for eligible dependents of current employees.

We expect to hire our first graduates in early 2025.

Our leadership development efforts focus on multi-day Servant Leadership training sessions, in which approximately 1,400 individuals from our leadership team participated in 2024.

We provide employee development opportunities through a combination of in-person and virtual training.

An integral component of our internal training initiatives is the pair of commercial driving academies established in 2024, through which we have trained more than 1,400 drivers to date and which we intend to further expand in the years ahead.

Our academy curriculum emphasizes both skill development and cultivating the right driver mindset, blending comprehensive classroom instruction with practical on-the-road training.

We also offer opportunities for diesel technology training through our “Next Gen” scholarship program for eligible dependents of current employees at WyoTech, a technical college.

Between graduates of our scholarship program and our targeted recruiting efforts for other WyoTech graduates not affiliated with our program, this partnership has produced approximately 70 technicians now employed at various Waste Connections locations.

Our leadership development efforts focus on multi-day Servant Leadership training sessions ranging from introductory courses to advanced sessions.

These leadership training sessions are developed and administered by dedicated internal resources and also include participation by the senior leadership team.

In addition, we provide a broad range of other training and on-the-job learning opportunities, including district management training, varying leadership webinar topics, and other safety, sales, maintenance, operations and financial training courses engaging every level of our employees throughout the Company.

Employee Pay and Benefits

We strive to make Waste Connections a great place to work.

Our approach to attracting safe, productive workers includes a focus on providing full time, stable, local jobs with competitive pay and benefits.

Our pay and benefits strategy is designed to provide programs and services that help meet the varying needs of our employees.

Our total rewards package for frontline employees includes market-competitive pay, bonus opportunities, affordable and comprehensive healthcare plans, market-leading retirement benefits, generous and flexible time off plans, and the opportunity to share in the Company’s success through an Employee Share Purchase Plan.

Our leaders also are eligible for incentive compensation programs consisting of an annual cash bonus, equity, or both, dependent on their contributions to improving safety, financial results, and key human capital measures like turnover, employee development and employee survey scores.

We strive for continuous improvement in the benefits we provide, and to that end in 2024, we introduced a new leading-edge program to support our employees’ emotional wellbeing and mental health.

The program dramatically reduces the time to access help and employs a holistic approach to care.

Additionally, we continue to enhance our “WCN Life” benefits communication tool for our U.S.-based employees, including additional library and video content as well as engagement activities to drive participation.

In 2024, we launched a “Military Pay Differential” for both our U.S.

and Canadian military reserve employees to ensure that they are financially secure during mandated deployments or training.

Waste Connections will cover the difference between military and Waste Connections salaries for long-term deployments and provide paid leave for mandatory two-week training sessions as well as ensure continuation of medical benefits during their absence.

This initiative not only demonstrates our strong commitment to our employees' well-being but also fosters a supportive and inclusive work environment, reinforcing our values and dedication to our employees.

In 2024, we continued to grow the Waste Connections Scholarship Program, launched in 2020 to help our employees’ children achieve their vocational, technical and university education goals.

The scholarship program awards renewable scholarships to children of Waste Connections’ employees based on academic record, demonstrated leadership, participation in school activities, work experience, career goals and family circumstances.

Determined by an impartial third party, award recipients receive $2,500 each per academic year for up to four years.

To date, the program has over 220 recipients with financial contributions from Waste Connections that are approaching $1.1 million and a total commitment of up to $2.2 million.

Employee Engagement

Beyond compensation and benefits, we believe employee engagement includes increased investments in training and development of our leaders and frontline employees, along with new technology offerings to expand connectivity both inside and outside of the Company.

In 2023, we overhauled our employee engagement survey tool and methodology, now incorporated into Waste Connections Listens.

This expanded engagement survey, with mobile access for employee participation and feedback, is a resource to gauge our progress in driving employee recognition, belonging, skill and career growth, well-being, and leadership effectiveness, and to establish actions to address areas for improvement.

Participation in the engagement survey reached 95% in December 2024, with an overall engagement score of 8.5, representing an improvement from the prior score of 8.3.

Waste Connections surpasses the transportation industry benchmark for both participation and engagement.

In 2023, our leadership teams rededicated their efforts to reduce employee turnover.

By using information gathered through our new survey tool, meeting with employees to listen to concerns and conducting ongoing stay interviews, our teams developed action plans to boost employee recognition, improve communication and revamp our candidate selection processes.

As a result of these efforts, our voluntary turnover rate has dropped by 45% since mid-2022.

Employee Recruiting and Retention

Waste Connections is an equal opportunity employer and makes all employment decisions on the basis of merit.

The Company’s goal is to have the best available person in every job.

We are committed to building and developing diverse teams with a variety of talents and needed skills for our business, and to empowering each employee to contribute in a workplace where they feel respected and valued.

In order to meet these commitments, we enhanced recruiting practices to ensure the broadest candidate pools, and supported the development of resource groups including our Women’s Network and Veterans’ S.E.R.V.E.

Both networks have seen significant growth in 2024, with the Women’s Network reaching over 2,300 members and the Veteran’s S.E.R.V.E.

network ending the year approaching 1,000 members.

In 2024, we hired over 5,750 employees through our network of internal recruiters operating on a divisional and regional basis.

Our internal recruiting team endeavors to not only fill open positions, but to partner with hiring managers to continuously improve our efforts with respect to marketing, screening, interviewing, onboarding and employee retention.

In addition to recruiting locally in the communities we serve, we use job fairs, open house events, employee referral programs, social media channels, local radio and television advertising, and school to work partnerships.

Our job opportunities are posted on https://careers.wasteconnections.com, www.indeed.com, www.linkedin.com, as well as state and provincial job boards, and syndicated to expand our reach to dozens of additional recruiting websites such as https://honorher.works, https://vetjobs.org, https://www.diversityjobs.com, https://enableamerica.dejobs.org and https://diversejobseeker.com in order to reach the broadest candidate pools possible.

Our investment in these frontline and leadership programs demonstrates our commitment to our people.

These programs also accelerate employee proficiency, foster engagement and drive employee retention.

Sustainability/Environmental, Social and Governance, or ESG

1 unchanged sentence

We continuously monitor and evaluate new technologies and investments that can enhance our commitment to the environment, to our employees and to the communities we serve.

These investments align with our

focus on value creation for all stakeholders and we remain committed to expanding these efforts as our industry and technology continue to evolve.

To that end, we have committed $500 million to the advancement of long-term, aspirational ESG targets, and we have incorporated progress towards their achievement into compensation metrics.

These targets include reducing environmental impact through reductions in absolute Scope 1 and 2 emissions and emissions intensity, expanded resource recovery processing, increased landfill gas recovery and beneficial reuse, and increased on-site leachate treatment at our landfills.

In addition, they focus on enhancing employee safety and engagement.

We have committed $500 million to the advancement of long-term, aspirational ESG targets, which we evaluate continuously and have expanded as we make progress towards their achievement.

Our targets align with our focus on value creation for our stakeholders, and we have incorporated progress towards their achievement into compensation metrics.

Our ESG targets include reduced absolute Scope 1 and 2 emissions and emissions intensity, expanded resource recovery processing, increased landfill gas recovery and beneficial reuse, increased on-site leachate treatment at our landfills, and improved metrics for safety and employee engagement.

WASTE SERVICES

19 unchanged sentences

As of December 31, 2025, we owned or operated 77 MSW landfills, 20 E&P waste landfills and caverns, which only accept E&P waste, and 17 non-MSW landfills, which only accept construction and demolition, industrial and other non-putrescible waste.

Four of our MSW landfills also received E&P waste during 2024.

We generally own landfills to achieve vertical integration in markets where the economic and regulatory environments make landfill ownership attractive.

3 unchanged sentences

We are responsible for all final capping, closure and post-closure obligations at our operated landfills for which we have life-of-site agreements.

Based on remaining permitted capacity as of December 31, 2024, and projected annual disposal volumes, the average remaining landfill life for our owned and operated landfills and landfills operated, but not owned, under life-of-site agreements, is estimated to be approximately 31 years.

Based on remaining permitted capacity as of December 31, 2025, and projected annual disposal volumes, the average remaining landfill life for our owned operational landfills and landfills operated, but not owned, under life-of-site agreements, is estimated to be approximately 31 years.

Many of our existing landfills have the potential for expanded disposal capacity beyond the amount currently permitted.

We regularly consider whether it is advisable, in light of

changing market conditions and/or regulatory requirements, to seek to expand or change the permitted waste streams or to seek other permit modifications.

We regularly consider whether it is advisable, in light of changing market conditions and/or regulatory requirements, to seek to expand or change the permitted waste streams or to seek other permit modifications.

We also monitor the available permitted in-place disposal capacity of our landfills on an ongoing basis and evaluate whether to seek capacity expansion using a variety of factors.

We are currently seeking to expand permitted capacity at seven of our landfills, for which we consider expansions to be probable.

Although we cannot be certain that all future expansions will be permitted as designed, the average remaining landfill life for our owned and operated landfills and landfills operated, but not owned, under life-of-site agreements is estimated to be approximately 34 years when considering remaining permitted capacity, probable expansion capacity and projected annual disposal volume.

The following table reflects estimated landfill capacity and airspace changes, as measured in tons, for owned and operated landfills and landfills operated, but not owned, under life-of-site agreements (in thousands):

We are currently seeking to expand permitted capacity at six of our landfills, for which we consider expansions to be probable.

Although we cannot be certain that all future expansions will be permitted as designed, the average remaining landfill life for our owned operational landfills and landfills operated, but not owned, under life-of-site agreements is estimated to be approximately 34 years when considering remaining permitted capacity, probable expansion capacity and projected annual disposal volume.

The following table reflects estimated landfill capacity and airspace changes, as measured in tons, for owned operational landfills and landfills operated, but not owned, under life-of-site agreements (in thousands):

Balance, beginning of year

7 unchanged sentences

The estimated remaining operating lives include assumptions that the operating permits are renewed.

Owned and operated landfills

Operated landfills under life-of-site agreements

Owned and operated landfills

Operated landfills under life-of-site agreements

Owned operational landfills

Landfills operated under life-of-site agreements

Owned operational landfills

Landfills operated under life-of-site agreements

The disposal tonnage that we received in 2025 and 2024 at all of our landfills is shown in the tables below (tons in thousands):

33 unchanged sentences

We currently have over a dozen renewable natural gas projects in development, some of which are conversions of electrical generating units to renewable natural gas units and others are greenfield projects on landfills where no current beneficial reuse system exists today.

We expect these renewable natural gas projects to come online over the next several years.

We expect these renewable natural gas projects to come online over the next few years.

E&P Waste Treatment, Recovery and Disposal Services

24 unchanged sentences

We also compete with operators of alternative disposal facilities, including incinerators, and with counties, municipalities and solid waste districts that maintain their own waste collection and disposal operations.

Public sector operators may have financial and other advantages over us because of their access to user fees and similar charges, tax revenues, tax-exempt financing and the ability to flow-control waste streams to publicly owned disposal facilities.

Public sector operators may have financial and other advantages over us because of their access to

user fees and similar charges, tax revenues, tax-exempt financing and the ability to flow-control waste streams to publicly owned disposal facilities.

From time to time, competitors may reduce the price of their services in an effort to expand their market shares or service areas or to win competitively bid municipal contracts.

6 unchanged sentences

We generally compete for acquisition candidates with publicly owned regional and national waste management companies.

Accordingly, it may become uneconomical for us to make further acquisitions or we may be unable to locate or acquire suitable acquisition

candidates at price levels and on terms and conditions that we consider appropriate, particularly in markets we do not already serve.

Accordingly, it may become uneconomical for us to make further acquisitions or we may be unable to locate or acquire suitable acquisition candidates at price levels and on terms and conditions that we consider appropriate, particularly in markets we do not already serve.

Competition for E&P waste in the U.S.

and Canada comes primarily from smaller regional companies that utilize a variety of disposal methods and generally serve specific geographic markets.

We also compete in certain markets with publicly held and privately owned companies such as Waste Management, Inc., Republic Services, Inc., Clean Harbors, Inc., Secure Waste Infrastructure Corp., Nuverra Environmental Solutions, Trinity Environmental Services, LLC, Ecoserv, LLC, Oilfield Water Logistics LLC, Albright Flush Systems Ltd., Plains Environmental, Catapult Environmental Inc.

We also compete in certain markets with publicly held and privately owned companies such as Waste Management, Inc., Republic Services, Inc., Clean Harbors, Inc., Secure Waste Infrastructure Corp., Select Water Solutions, Inc., Ecoserv, LLC, Oilfield Water Logistics LLC, Albright Flush Systems Ltd., Plains Environmental and others.

In addition, customers in many markets have the option of using internal disposal methods or outsourcing to another third-party disposal company.

13 unchanged sentences

Provincial and local agencies and departments administer their own environmental legislation, such as the Ontario Ministry of the Environment, Conservation and Parks.

In most instances in Canada, liability for violations of environmental and health and safety laws is imposed without a requirement of intent on the part of the regulated entity, but is subject to a defense of due diligence.

In most instances in Canada, liability for violations of environmental

and health and safety laws is imposed without a requirement of intent on the part of the regulated entity, and is subject to a defense of due diligence.

Compliance with existing environmental regulatory requirements and permits requires significant capital and operating expenditures.

5 unchanged sentences

Regarding any permit issued by a regulatory agency necessary for our operations, there are no assurances that we will be able to obtain or maintain all necessary permits or that any such permit held may ultimately be renewed on the same or similar terms.

Further, permits obtained impose various requirements and may restrict the size and location of disposal operations, impose limits on the types and amount of waste a facility may receive

or manage, as well as a waste disposal facility’s overall capacity.

Further, permits obtained impose various requirements and may restrict the size and location of disposal operations, impose limits on the types and amount of waste a facility may receive or manage, as well as a waste disposal facility’s overall capacity.

Additional operational conditions or restrictions may be included in the renewal or amendment of a previously issued permit.

30 unchanged sentences

These regulations vary widely from state to state.

None of our oilfield waste recycling, treatment and disposal facilities are

currently permitted to accept hazardous wastes.

None of our oilfield waste recycling, treatment and disposal facilities are currently permitted to accept hazardous wastes.

Some wastes handled by us that currently are exempt from regulation as hazardous wastes may in the future be designated as “hazardous wastes” under RCRA or other applicable statutes if changes in laws or regulations were to occur.

16 unchanged sentences

CERCLA also imposes liability for the cost of evaluating and remedying damage to natural resources.

Various states have enacted laws analogous to and independent of CERCLA that also impose liability, which is typically strict and joint and several, for investigation, cleanup and other damages associated with the release of hazardous or other regulated substances.

We may handle hazardous substances within the meaning of CERCLA, or hazardous and other substances regulated under similar state statutes, in the course of our ordinary operations.

3 unchanged sentences

Additionally, the EPA is considering the possible inclusion of certain additional contaminants to CERCLA’s list of hazardous substances.

Among these substances are PFAS and bisphenol A, or BPA.

Among these substances are various per- and polyfluoroalklyl substances, or PFAS, and bisphenol A, or BPA.

Regarding PFAS, the EPA published a final rule on May 8, 2024, designating two of the most widely used PFAS—Perfluorooctanoic Acid, or PFOA, and Perfluorooctane Sulfonic Acid, or PFOS—as CERCLA hazardous substances.

1 unchanged sentence

Further, as a designated CERCLA “hazardous substance,” these PFAS are also required to be listed and regulated as “hazardous materials” by the Department of Transportation under the Hazardous Materials Transportation Act, or HMTA.

On September 17, 2025, the EPA announced its intent to retain this designation.

The inclusion of these substances in CERCLA’s definition of hazardous substances may alter or increase liabilities associated with ongoing cleanup activities, or potentially give rise to additional liability, including for acts or conditions that were in compliance with applicable laws when they occurred.

18 unchanged sentences

however, the key requirements under these regimes are similar across Canada.

For example, the EP Act in Ontario authorizes the agency to issue orders to responsible persons to undertake remedial or other corrective actions to investigate, monitor, and remediate the discharge or presence of contaminants in the environment.

For example, the EP Act in Ontario authorizes the agency to

issue orders to responsible persons to undertake remedial or other corrective actions to investigate, monitor, and remediate the discharge or presence of contaminants in the environment.

These orders can generally be issued on a joint and several liability basis to categories of responsible persons, including persons who caused or permitted the discharge of a contaminant, persons who own the discharged substance, as well as current and past owners of lands or the source of the contamination and persons who have or have had management or control over lands or the source of the contamination.

5 unchanged sentences

Under such laws, we could be required to remove previously disposed substances and wastes (including substances disposed of or released by prior owners or operators) or remediate contaminated property (including soil and groundwater contamination, whether from prior owners or operators or other historic activities or spills).

Regarding PFAS, the federal and certain provincial governments in Canada have published environmental criteria regarding PFAS substances, including soil, groundwater and surface water criteria and drinking water standards.

The publication of new remediation criteria may alter or increase liabilities associated with ongoing cleanup activities, or potentially give rise to additional cleanup liabilities, including for acts or conditions that were in compliance with applicable laws when they occurred.

Wastewater/Stormwater Discharge

2 unchanged sentences

Under the Clean Water Act, sites or facilities that discharge pollutants to WOTUS must have a permit authorizing that discharge.

If certain materials such as run-off, collected leachate, or other contaminants from our owned or operated facilities, including landfills, transfer stations, or other facilities, are discharged

into streams, rivers or other regulated waters, the Clean Water Act requires a discharge permit.

If certain materials such as run-off, collected leachate, or other contaminants from our owned or operated facilities, including landfills, transfer stations, or other facilities, are discharged into streams, rivers or other regulated waters, the Clean Water Act requires a discharge permit.

These permits typically contain requirements to conduct monitoring and, under certain circumstances, to treat and reduce the quantity of pollutants in such discharge.

1 unchanged sentence

Also, virtually all landfills are required to comply with the EPA’s storm water regulations, which are designed to prevent the introduction of contaminated storm water run-off into United States’ waters.

At this time, the ultimate regulatory test for defining WOTUS is unsettled, and the determination therefore will be based upon the outcome of regulatory promulgations and associated litigation, that are currently pending.

At this time, the ultimate regulatory test for defining WOTUS is unsettled, and the determination therefore will be based upon the outcome of regulatory promulgations and associated litigation.

The manner in which WOTUS is defined could affect our operations by potentially increasing or modifying regulatory requirements governing our discharges.

1 unchanged sentence

water resources by broadening the definition of WOTUS, thereby potentially classifying a larger range of water resource types as jurisdictional under the Clean Water Act.

Since promulgation of the 2015 Clean Water Rule, the EPA and the Army Corps of Engineers, or the Corps, have sought to rescind it and to promulgate a revised definition of WOTUS that would establish federal jurisdiction more narrowly, thereby reducing the scope of Clean Water Act applicability.

To that end, on December 11, 2018, the EPA and the Corps proposed a rule to redefine WOTUS.

Eventually, in October 2019, the 2015 Clean Water Rule was repealed, effectively reverting to the pre-2015 regulatory definition as of December 23, 2019.

On April 21, 2020, the EPA published a new Navigable Waters Protection Rule, or NWPR, narrowing the scope of federal jurisdiction over waterways and wetlands.

This rule went into effect on June 22, 2020.

In 2021, the NWPR was vacated and remanded by two separate federal district courts.

In response to these decisions, the EPA halted implementation of the NWPR, stating that it would now be “interpreting [WOTUS] consistent with the pre-2015 regulatory regime until further notice.” On December 7, 2021, the EPA and the Corps published a proposed rule restoring definitions used before the 2015 Rule, relying on case-by-case wetland and waterway determinations.

Subsequently, on December 30, 2022, the EPA and the Corps announced the final Revised Definition of Waters of the United States rule, which it based largely on the pre-2015 definition, and provided several implementation memoranda.

The new rule was officially published on January 18, 2023, to be effective on March 20, 2023.

The State of Texas and industry groups promptly challenged the rule, filing separate suits in federal court.

In the interim, in October 2022, the U.S.

Supreme Court heard arguments in Sackett v.

EPA , which involved issues relating to the WOTUS definition.

The Supreme Court released its opinion in May 2023, and in August 2023, the EPA and the Corps issued a final rule to amend the WOTUS definition consistent with the Supreme Court’s definition.

Since promulgation of that rule, the EPA and the Army Corps of Engineers, or the Corps, have promulgated several regulatory definitions of WOTUS which have been subject to ongoing litigation.

With regard to a January 2023 regulatory definition of WOTUS, the U.S.

Supreme Court heard arguments concerning that definition in Sackett v.

EPA and released an opinion on the definition in May 2023.

In August 2023, the EPA and the Corps issued a final rule to amend the WOTUS definition consistent with the Supreme Court’s definition.

That final rule became effective September 8, 2023.

How states and the federal government will implement the final rule remains to be seen.

To the extent that the scope of the WOTUS concept and the Clean Water Act jurisdiction is expanded, it could inhibit project development, result in longer permitting timelines, or increase compliance or mitigation costs for both our operations and the operations of our customers.

As a result, an expansion of the scope of the WOTUS definition could adversely affect our business.

On November 20, 2025, however, EPA and the Corps published in the Federal Register a proposed rule intended to clarify the WOTUS definition and fully implement the Sackett v.

EPA decision.

The proposed rule has been challenged, and a final rule has yet to be promulgated.

Because the scope of the WOTUS definition remains unclear, its uncertainty could inhibit project development, and result in longer developmental diligence, as well as permitting timelines, or increase compliance or mitigation costs for both our operations and the operations of our customers.

As a result, uncertainty concerning the scope of the WOTUS definition could adversely affect our business.

Additionally, the Clean Water Act’s spill prevention, control and countermeasure requirements require development of site-specific plans, and appropriate containment berms and similar structures to help contain and prevent the contamination of regulated waters in the event of a hydrocarbon storage tank release.

The Clean Water Act also contains provisions that can prohibit development or require permitting before construction or expansion of a landfill may occur in areas designated as wetlands.

The Clean Water Act also contains provisions that can prohibit

development or require permitting before construction or expansion of a landfill may occur in areas designated as wetlands.

Various states in which we operate or may operate in the future have been delegated authority to implement the Clean Water Act and its permitting requirements, and some of these states have adopted regulations or policies that are more stringent than federal Clean Water Act requirements, including regulating discharges to state waters in addition to WOTUS.

8 unchanged sentences

The final report was released in May 2020.

The EPA has yet to determine its next steps for managing E&P wastewater under the Clean Water Act.

If regulations requiring reuse or treatment are developed and implemented on a broad scale, it may increase our (or our customers’) compliance costs or reduce the volume of E&P wastes that may be disposed of via underground injection, which could have an adverse effect on our business.

1 unchanged sentence

There is legislation in Canada from the federal and provincial governments and, in many cases, by-laws from municipal governments, that protect water quality and regulate the discharge of substances into the aquatic environment.

Federal water pollution control authority is derived primarily from the Fisheries Act, which contains provisions for the protection of water quality and fish habitat.

Federal water pollution control authority is derived primarily from the Fisheries Act, which contains provisions for the protection of fish (water quality), fish habitat and the use of fish by man.

This includes a general prohibition on the deposit of any deleterious substances into water that is frequented by fish, unless otherwise authorized.

4 unchanged sentences

Other provinces in Canada have similar regimes for the protection of water.

If run-off or other contaminants from our landfills, transfer stations or other waste facilities are discharged or migrate into waters and cause impairment, we could face significant liability under provincial and federal laws.

Most municipalities have also created by-laws to regulate the discharge of sewage and stormwater into municipal sewers.

Air Emissions

15 unchanged sentences

Regarding facilities that are not subject to the NSPS, the EPA has promulgated emissions guidelines, specifying standards of performance for existing MSW landfills.

The emissions guidelines are implemented and enforced by states through State Implementation Plans, or SIPs, which contain the state-specific regulations and guidance directly applying

the emissions guidelines to affected sources in the state through permitting, monitoring, and other means.

The emissions guidelines are implemented and enforced by states through State Implementation Plans, or SIPs, which contain the state-specific regulations and guidance directly applying the emissions guidelines to affected sources in the state through permitting, monitoring, and other means.

If one or more states do not submit approvable SIPs by the emissions guideline’s prescribed deadline, the EPA is required to promulgate what is known as a Federal Implementation Plan, or FIP, for the emissions guideline, which then governs the operation of covered sources in states and territories without SIPs in place.

17 unchanged sentences

Compliance with these regulatory requirements could result in significant additional costs, which we will incur in our ordinary course of business.

In addition, state air regulatory agencies may request delegation of authority to implement the FIP and state law requirements may impose additional restrictions beyond federal requirements, which could also result in compliance costs.

In addition, state air regulatory agencies may request delegation of authority to implement the FIP and state law requirements may impose

additional restrictions beyond federal requirements, which could also result in compliance costs.

For example, some state air programs uniquely regulate odor and the emission of certain specific toxic air pollutants.

6 unchanged sentences

however, in the interim, the revised PM 2.5 NAAQS became effective May 6, 2024.

On March 12, 2025, EPA announced that it will reassess and potentially revise the 2024 PM 2.5 NAAQS rule.

Ongoing state implementation of the current NAAQS, as well as potential implementation of even more stringent standards, could result in, among other things, additional capital or operating expenditures.

5 unchanged sentences

Subpart OOOOc, which will apply to existing sources, has a longer implementation timeline, requiring each state to submit a plan to the EPA for appropriate emissions reductions within two years of the date that the rule is published, and regulated entities are required to comply with state or federal rules within three years after the deadline for state plan submittals.

Although any state implementing rules must be at least as stringent as the federal rules, the full scope of any final regulatory requirements imposed by the states or the cost to comply with such requirements is not known at this time.

Any state implementing rules will be required to be at least as stringent as the federal rules.

Of note, however, on July 31, 2025 the EPA published an interim final rule to extend certain Subpart OOOOb compliance deadlines and the Subpart OOOOc submittal deadline.

The EPA then published on December 3, 2025 a final interim final rule concluding that the amendments made in the interim final rule were warranted and making further changes to a very limited scope of compliance deadlines.

States, however, may continue to implement their own GHG and VOC emissions regulations notwithstanding these federal initiatives.

The timing and full scope of any final regulatory requirements imposed by EPA or the states or the cost to comply with such requirements is not known at this time.

Compliance with these rules or with any future federal or state methane regulations could, among other things, require capital expenditures for our customers and increase their operating costs, thereby impacting our business.

2 unchanged sentences

On November 18, 2024, the EPA finalized rulemaking to establish a regulatory program for assessing and remitting the fee on methane emissions.

While these changes should not directly affect our waste disposal operations, their applicability to our customers in the E&P industry may result in decreased development and, therefore, decreased waste production and a decreased demand for E&P waste disposal services.

The WEC was subsequently disapproved by a joint resolution of Congress pursuant to the Congressional Review Act, and President Trump signed the Joint Resolution of Disapproval on March 14, 2025.

Consistent with the Joint Resolution of Disapproval, on May 19, 2025, the EPA published a final rule in the Federal Register removing the WEC regulations from the Code of Federal Regulations , or CFR.

The Joint Resolution of Disapproval invalidates the implementing rule, but the underlying WEC requirement in the IRA still exists.

A separate law, the One Big Beautiful Bill Act, or OBBA, enacted on July 4, 2025, postponed the WEC’s effective date until 2034.

As a result, the statutory obligation for the fee remains, but its implementation is stalled until new rules, if any, are developed and take effect, potentially not until 2034.

While these changes should not directly affect our waste disposal operations, should their applicability ultimately be implemented and affect our customers in the E&P industry, it could then result in decreased development and, therefore, decreased waste production and a decreased demand for E&P waste disposal services.

EPA included landfill methane emissions in its quadrennial document outlining enforcement priorities, the FY 2024-2027 National Enforcement and Compliance Initiatives.

In the document, EPA advised that it plans to use preexisting landfill NSPS to further curtail and enforce methane emission reductions.

In July 2024, it was announced that the EPA will issue an updated NSPS and EG proposal for methane emissions from MSW landfills in 2025 after concluding an analysis of available new technologies and landfill work practices.

In the document, EPA advised that it plans to use preexisting

landfill NSPS to further curtail and enforce methane emission reductions.

Additionally, on October 25, 2024, the EPA opened a non-regulatory docket to gather information and data on new technologies and work practices for MSW landfills.

5 unchanged sentences

Failure to obtain an approval or comply with approval or other regulatory requirements could result in the imposition of substantial administrative or regulatory penalties.

In 2024, the Canadian federal government published proposed Regulations Respecting the Reduction in the Release of Methane (Waste Sector) under the Canadian Environmental Protection Act, 1999, which are discussed further below.

The Canadian federal government published new Landfill Methane Regulations under the Canadian Environmental Protection Act, 1999, which came into force on December 12, 2025.

The Landfill Methane Regulations apply to private and municipally owned landfills that receive municipal solid waste and that meet the prescribed applicability criteria based on the quantity of municipal solid waste in the landfill and disposal rates.

The Landfill Methane Regulations will impose limits on methane concentrations at the surface of the landfill at certain landfills and regular monitoring to confirm that these limits are met, among other requirements.

Occupational Health and Safety

3 unchanged sentences

Various OSHA standards may apply to our operations, including standards concerning notices of hazards, safety in excavation and demolition work, the handling of asbestos and asbestos-containing materials and worker training and emergency response programs.

Moreover, the Department of Transportation, OSHA, and other agencies regulate and have jurisdiction concerning the

transport, movement and related safety of hazardous and other regulated materials.

Moreover, the Department of Transportation, OSHA, and other agencies regulate and have jurisdiction concerning the transport, movement and related safety of hazardous and other regulated materials.

In some instances, state and local agencies also regulate the safe transport of such materials to the extent not preempted by federal law.

17 unchanged sentences

The EPA has 18 months to respond to the petition.

As of December 31, 2025, the EPA had not issued a specific response to this petition.

Several state legislatures and state agencies have been evaluating or have taken various regulatory actions related to PFAS in the environment, including proposing or finalizing cleanup standards for PFAS in soil and water, groundwater standards, surface water standards, and/or drinking water standards for PFOS, PFOA, and other PFAS.

States with finalized drinking water standards for certain PFAS include Vermont, New Jersey, New York, New Hampshire, Michigan, Massachusetts, Pennsylvania, and Wisconsin.

The federal and certain provincial governments in Canada have also published environmental criteria regarding certain PFAS substances, including soil, groundwater and surface water criteria and drinking water standards.

The Company cannot predict what additional regulatory or legislative actions in the United States and elsewhere arising from the foregoing or other proceedings and activities, if any, may be taken regarding such compounds or the consequences of any such actions to the Company, including to its operations.

7 unchanged sentences

In June 2016, the EPA promulgated a rule prohibiting discharges of wastewater pollutants from onshore unconventional oil and gas extraction facilities to publicly-owned treatment works, or POTWs.

Further, the EPA’s promulgation and subsequent revision of methane and VOC rules between 2016 and 2023 caused regulatory uncertainty for oil and gas exploration and production facilities, including hydraulic fracturing operations.

Further, the EPA’s

promulgation and subsequent revision of methane and VOC rules between 2016 and 2025 caused regulatory uncertainty for oil and gas exploration and production facilities, including hydraulic fracturing operations.

In November 2021, the EPA again proposed rules to regulate methane and VOCs from the oil and gas industry sources, and these rules were finalized in November 2023.

7 unchanged sentences

Subpart OOOOc has a longer implementation timeline, requiring each state to submit a plan to EPA for appropriate emissions reductions within 2 years of the date that the rule is published, and regulated entities are required to comply with state or federal rules within three years after the deadline for state plan submittals.

As noted above, on July 31, 2025 the EPA published an interim final rule to extend certain Subpart OOOOb compliance deadlines and the Subpart OOOOc submittal deadline.

These rules may require oil and gas operators to expend material sums on compliance, including on equipment repair or replacement, and may reduce our customers’ E&P activities and could have an adverse impact on our business.

11 unchanged sentences

If new federal, state or local laws, regulations or policies restricting hydraulic fracturing are adopted, such legal requirements could result in delays, eliminate certain drilling and injection activities and make it more difficult or costly for our customers to perform hydraulic fracturing.

Any such regulations limiting, prohibiting or imposing operational

requirements on hydraulic fracturing could reduce oil and natural gas E&P activities by our customers and, therefore, adversely affect our business.

Any such regulations limiting, prohibiting or imposing operational requirements on hydraulic fracturing could reduce oil and natural gas E&P activities by our customers and, therefore, adversely affect our business.

Such laws or regulations could also materially increase our costs of compliance.

10 unchanged sentences

In addition, the EPA’s Mandatory Greenhouse Gas Reporting Rule sets monitoring, recordkeeping and reporting requirements applicable to certain landfills and other entities.

The Canadian federal government enacted the Greenhouse Gas Pollution Pricing Act, or GGPPA, in 2018, which established a national carbon-pricing regime starting in 2019 for provinces and territories in Canada where there is no provincial regime in place or where the provincial regime does not meet the federal benchmark.

Often referred to as the federal backstop, the federal carbon-pricing regime consists of a carbon levy that is applied to certain fossil fuels and an output-based pricing system, or OBPS, that is applied to certain industrial facilities with reported emissions of 50,000 tonnes of carbon dioxide equivalent, or CO2e, or more per year.

The minimum national price on carbon established under the GGPPA rose to the equivalent of CAD $80 per tonne of CO2e effective April 1, 2024, and will increase by CAD $15 per year to reach CAD $170 per tonne of CO2e by 2030.

In 2024, the Canadian federal government published proposed Regulations Respecting the Reduction in the Release of Methane (Waste Sector) under the Canadian Environmental Protection Act, 1999.

The objective of the proposed regulations is to reduce methane emissions from certain municipal solid waste landfills by 50% below 2019 levels by 2030.

Landfills subject to the new regulations would be required to calculate annual methane generation assessments.

The regulations would restrict methane emissions through new requirements on methane emission controls, mandatory monitoring, leak detection and repair, and surface methane concentration limits.

The regulations propose a phased-in timeline for compliance that depends on the methane generation assessment and whether or not the landfill has existing landfill gas recovery wells.

In addition to the proposed federal regulations, certain provinces have regulations in place to reduce methane emissions from landfills.

In 2024, the Canadian federal government also published proposed Oil and Gas Sector Greenhouse Gas Emissions Cap Regulations under the Canadian Environmental Protection Act, 1999, which would implement an emissions cap on certain activities in the oil and gas sector and establish a cap-and-trade system for this sector.

In September 2025, however, the EPA proposed to largely repeal the Greenhouse Gas Reporting Rule, including those provisions for landfills.

A final rule had not yet been implemented as of December 31, 2025.

For this reason, the status of this reporting rule remains in flux.

Reporting would only continue for those oil and gas industry segments linked to the WEC rule, but even those reporting requirements are suspended until 2034, aligning with the delayed WEC rule implementation date.

The Canadian federal government enacted the Greenhouse Gas Pollution Pricing Act, or GGPPA, in 2018, which establishes a national carbon-pricing regime for provinces and territories in Canada where there is no provincial regime in place or where the provincial regime does not meet the federal benchmark.

Often referred to as the federal backstop, the federal carbon-pricing regime consisted initially of a carbon levy applied to certain fossil fuels and an output-based pricing system, or OBPS, applied to certain industrial facilities with reported emissions of 50,000 tonnes of carbon dioxide equivalent, or CO2e, or more per year.

The federal government ceased the application of the fuel charge component of the federal backstop effective April 1, 2025, leaving OBPS in place.

The Canadian federal government published new Landfill Methane Regulations under the Canadian Environmental Protection Act, 1999, which came into force on December 12, 2025.

The federal government expects these regulations to reduce methane emissions from Canadian landfills by about 50% below 2019 levels by 2035.

Landfills that meet the applicability criteria are required to calculate their annual methane generation and submit an assessment report to Environment and Climate Change Canada.

Current landfills that exceed 664 tonnes of methane generation annually and closed landfills exceeding 1,000 tonnes of methane generation annually are subject to additional compliance requirements that will be phased in between 2028 and 2035 to allow time for the design and installation of methane control infrastructure that may be needed for compliance.

The additional compliance requirements include limits on methane concentrations at the surface of the landfill, regular monitoring to confirm that these limits are met, regular monitoring to detect and repair leaks in landfill gas management systems within prescribed time periods, prohibitions on venting landfill gas with limited exceptions, and a requirement that recovered methane must be destroyed or used.

In addition to the federal Landfill Methane Regulations, certain provinces have regulations in place to reduce methane emissions from landfills.

Certain states and several Canadian provinces have promulgated legislation and regulations to limit GHG emissions through requirements of specific controls, carbon levies, cap and trade programs or other measures.

1 unchanged sentence

Heightened regulation of our customers’ operations could also adversely affect our business.

The regulation of GHG emissions from oil and gas E&P operations may increase the costs to our customers of developing and producing hydrocarbons and, as a result, may have an indirect and adverse effect on the amount of E&P waste delivered to our

New emission rules applicable to oil and gas production sources in the United States and Canada may require additional emissions controls, impose emissions charges, and increase capital costs for our customers, which could reduce their E&P activities, and subsequently negatively impact our business operations.

1 unchanged sentence

These statutes and regulations increase our costs and our customers’ costs, and future climate change statutes and regulations may have an impact as well.

If we are unable to pass such higher costs through to our customers, or if our customers’ costs of developing and producing hydrocarbons increase, our business, financial condition and operating results could be adversely affected.

If we are unable to pass such higher costs through to our customers, or if our

customers’ costs of developing and producing hydrocarbons increase, our business, financial condition and operating results could be adversely affected.

The impact of any potential rules affecting existing sources is uncertain.

12 unchanged sentences

The Basel Convention on the Control of Transboundary Movements of Hazardous ‎Wastes and their Disposal, or the Convention, is an international multilateral agreement ‎regulating the export and import of waste, including hazardous waste, for recovery and ‎disposal.‎ The Convention also prohibits the movement of waste between parties to the Convention ‎and non-parties‎ unless the waste is moved pursuant to a separate agreement.

The Convention was amended, effective January 1, 2021, to restrict the movement of non-hazardous plastic scrap in certain circumstances.

In 2022, the Convention was amended to list both hazardous and non-hazardous e-waste in the Annexes of the Convention as of January 1, 2025.

Canada is a party to the Convention and has implemented domestic legislation to implement Canada's commitment to the Convention and other similar international commitments.

The Cross-border Movement of Hazardous Waste and Hazardous Recyclable Material Regulations under the Canadian Environmental Protection Act, 1999 impose restrictions and permitting requirements in Canada with respect to transboundary movements of certain hazardous wastes and recyclable materials.

The Convention was amended in 2022 to list both hazardous and non-hazardous e-waste in the Annexes of the Convention as of January 1, 2025.

At this time, the Canadian Federal Government has not incorporated the recent Convention e-waste amendments into domestic regulations.

11 unchanged sentences

This contamination has prompted action by Congress, EPA and several states.

EPA has begun to examine the potential regulation of PFAS materials under the SWDA, ‎RCRA, CERCLA and TSCA.

EPA has begun to examine the potential regulation of PFAS materials under the SWDA, ‎SDWA, RCRA, CERCLA and TSCA.

EPA established lifetime health advisories for PFAS ‎materials in May 2016.

1 unchanged sentence

it also immediately added certain PFAS to the list of chemicals covered by the TRI under EPCRA Section 313 and provided a framework for additional PFAS to be added to TRI on an annual basis.

Under the 2019 PFAS ‎Act, EPA was further directed to include PFAS substances in the SDWA monitoring program for ‎unregulated contaminants ‎and to promulgate a rule requiring PFAS data submission under TSCA.

Under the 2019 PFAS ‎Act, EPA was further directed to include PFAS substances in the SDWA monitoring program for ‎unregulated contaminants

‎and to promulgate a rule requiring PFAS data submission under TSCA.

Since that time, EPA has taken a significant number of steps regarding PFAS.

4 unchanged sentences

In August 2023, EPA finalized its National Enforcement and Compliance Initiatives for 2024-2027, which included “addressing exposure to PFAS.” EPA advises that the initiative will seek to implement the PFAS Strategic Roadmap and “hold responsible” parties who manufactured PFAS or used it in the manufacturing process and other parties who significantly contributed to PFAS releases to the environment.

On April 28, 2025, EPA announced a suite of upcoming agency actions to address PFAS, including but not limited to the creation of effluent limitations guidelines for certain PFAS and initiatives to engage with Congress and industry to establish clear liability frameworks.

As with other regulatory matters, enhanced EPA regulation or oversight may increase our customers’ compliance costs or, depending on how EPA ultimately implements any associated rules, may increase our compliance costs and have an adverse effect on our business.

3 unchanged sentences

The second proposed rule would expand the scope of substances potentially subject to corrective action under RCRA to include certain wastes contaminated with PFAS constituents.

These revisions would expand the EPA’s authority to address certain PFAS contaminated waste under RCRA.

Neither rule has been finalized as of December 31, 2025, but if either is, the revisions would expand the EPA’s authority to address certain PFAS contaminated waste under RCRA.

As noted above, on May 8, 2024, EPA issued a final rule designating two of the most widely used PFAS—PFOA and PFOS—as CERCLA hazardous substances.

As designated CERCLA hazardous substances, PFAS are also now required to be listed and regulated as hazardous materials by Department of Transportation under the Hazardous Materials Transportation Act.

On September 17, 2025, the EPA announced its intent to retain this designation.

The CERCLA rule creates potential liability under CERCLA for downstream recipients of PFAS, including passive receivers such as our landfills and transporters of PFAS-containing materials.

7 unchanged sentences

Moreover, in April 2024, the EPA established legally enforceable levels for six PFAS known to occur in drinking water.

On May 14, 2025, the EPA announced that it plans to retain the 2024 drinking water standards for PFOA and PFOS, but will delay related compliance deadlines from 2029 to 2031.

The EPA also announced that it intends to rescind regulations for the four other PFAS covered in the 2024 PFAS drinking water rule.

EPA stated that it plans to finalize an associated rule in 2026.

In August 2023, EPA released the first set of data collected under the fifth Unregulated Contaminant Monitoring Rule, or UCMR 5, intended to improve EPA’s understanding of the frequency that 29 PFAS and lithium are found in the nation’s drinking water systems, and at what levels.

Earlier, in April 2022, EPA issued a

memorandum to seek to minimize PFAS pollution in surface water as EPA works to set effluent guidelines, develop analytical methods and issue water quality criteria for PFAS.

Earlier, in April 2022, EPA

issued a memorandum to seek to minimize PFAS pollution in surface water as EPA works to set effluent guidelines, develop analytical methods and issue water quality criteria for PFAS.

In December 2022, EPA issued a follow-up memorandum recommending states and municipalities use the most current sampling and analysis methods in their National Pollutant Discharge Elimination System, or NPDES, programs to identify known or suspected sources of PFAS and to take actions using pretreatment and permitting authorities, such as imposing technology-based limits on sources of PFAS discharges.

4 unchanged sentences

In June 2023, EPA released a framework for addressing new PFAS and new uses of PFAS under TSCA prior to introducing them into commerce.

In May 2025, EPA promulgated an interim final rule delaying the TSCA PFAS reporting deadline until October 13, 2026.

In November 2025, EPA proposed changes to the scope of certain TSCA PFAS reporting regulations to incorporate exemptions and modifications that will reduce unnecessary or potentially duplicative reporting requirements for manufacturers.

Similarly, in October 2023, EPA released a final rule removing PFAS Toxics Release Inventory, or TRI, reporting exemptions for chemicals used in small concentrations.

6 unchanged sentences

For example, in June 2023, the EPA proposed a Significant New Use Rule under TSCA for 18 chemicals—including BPA and PFAS—made from plastic waste-derived feedstocks used to make transportation fuels.

The rule, if implemented, would require EPA notification and review before using contaminated feedstocks to make transportation fuels.

If the EPA moves forward with regulating these or other contaminants of concern, we and our customers may face higher compliance costs for, among other things, proper treatment of contaminated substances.

In 2025, the EPA withdrew these proposed Significant New Use Rules due to EPA’s own December 2024 decision to withdraw the original TSCA Section 5(e) Order that formed the basis for the proposed rules, following litigation and public comments.

The rules, if eventually finalized and implemented, would require EPA notification and review before using contaminated feedstocks to make transportation fuels.

If the EPA moves forward with regulating these or other contaminants of concern in the future, we and our customers may face higher compliance costs for, among other things, proper treatment of contaminated substances.

PFAS are also the subject of environmental and health reviews by the federal and provincial governments in Canada.

1 unchanged sentence

In addition, environmental screening values, standards or guidelines have been adopted for certain PFAS substances with respect to soil, groundwater and drinking water quality by the federal and some provincial governments in relation to some PFAS substances.

The Canadian federal government published a notice of its intent on April 24, 2021 to move forward with additional actions to address the broader class of PFAS, including research and monitoring of PFAS, reviewing PFAS as a class of chemicals and reviewing policy developments in other jurisdictions.

The Canadian federal government published an "Updated Draft State of Per- and Polyfluoroalkyl Substances (PFAS) Report” (Updated Draft Report) and a "Revised Risk Management Scope for Per- and Polyfluoroalkyl Substances (PFAS)" in July 2024 for consultation (updating earlier drafts that had been published on May 20, 2023).

The Updated Draft Report contains a draft assessment of the potential risks of PFAS and proposes to conclude that all substances in the class of PFAS, excluding fluoropolymers which will be addressed in a separate assessment, meet the toxic criteria under the Canadian Environmental Protection Act, 1999.

The Revised Risk Management Scope proposes to recommend that the class of PFAS, excluding fluoropolymers, be added to Schedule 1 (toxic substances) of the Canadian Environmental Protection Act, 1999.

The Revised Risk Management Scope identifies proposed risk management objectives and options that are under consideration by the federal government.

The proposed risk management objective is to achieve the lowest levels of environmental and human exposure over time that are

technically feasible, taking into consideration socio-economic factors.

Preliminary risk management options under consideration by the federal government include regulatory instruments under the Canadian Environmental Protection Act, 1999, to restrict PFAS not currently regulated in firefighting foams, and to prohibit other uses or sectors in relation to PFAS.

These proposed risk management measures are preliminary, and it is expected that additional regulatory requirements on PFAS will be imposed in Canada in the future.

The federal government is expected to publish a final PFAS report and a final proposal for risk management measures in the future.

In July 2024, the Canadian Federal Government published a Notice with respect to certain PFAS substances in the Canada Gazette that requires parties who manufacture, import or use certain PFAS substances in the manufacture of other goods in Canada above established thresholds to report information to the government for the purpose of supporting future activities relating to PFAS.

The Canadian federal government conducted a review of the class of PFAS substances under the Canadian Environmental Protection Act, 1999 (CEPA) and published a "State of Per- and Polyfluoroalkyl Substances (PFAS) Report” and a "Risk Management Approach for Per- and Polyfluoroalkyl Substances (PFAS) excluding fluoropolymers” in March 2025.

The State of PFAS Report contains an assessment of the potential risks of PFAS and concludes that all substances in the class of PFAS, excluding fluoropolymers (as defined in the report), meet the criteria of a toxic substance under CEPA.

The Risk Management Approach recommended that the class of PFAS, excluding fluoropolymers, be added to Part 2 of Schedule 1 of CEPA.

Adding a substance to Schedule 1 of CEPA enables the federal government to implement

risk management measures for that substance.

The federal government’s risk management objective is to achieve the lowest levels of environmental and human exposure over time that are technically feasible, taking into consideration socio-economic factors.

In conjunction with these activities, in July 2024, the federal government published a Notice in the Canada Gazette with respect to certain PFAS substances that required parties who manufacture, import or use certain PFAS substances in the manufacture of other goods in Canada above established thresholds to report information to the government for the purpose of supporting these future risk management activities relating to PFAS.

Increased regulation of PFAS and other emerging contaminants could adversely affect our operations.

7 unchanged sentences

The price of RINs has been extremely volatile and the value of RINs is dependent upon a variety of factors, including the required volumes promulgated by the EPA.

The EPA annually establishes the renewable fuel volumes required under the RFS for the following year.

The 2020 renewable fuel and 2021 biomass-based diesel volume requirements were published on February 6, 2020, increasing required volumes from 2019 requirements.

The regulation was judicially challenged in the D.C.

Circuit, but the challenge was held in abeyance and remains unresolved.

The EPA annually establishes the renewable fuel volumes required under the RFS for the following year, and rules promulgated under the RFS are often challenged in court.

On December 7, 2021, EPA proposed a series of actions setting biofuel volumes for 2020, 2021 and 2022, and introducing other regulatory changes.

5 unchanged sentences

The proposed rule additionally included regulatory changes prescribing how RINs from renewable electricity, or eRINs, would be implemented and managed under the RFS program, but did not finalize the proposed revisions to the eRIN program.

On June 13, 2025, EPA published a proposed rule to, among other things, establish required RFS volumes and percentage standards for 2026 and 2027, partially waive the 2025 cellulosic biofuel volume requirement, revise the associated percentage standard and remove renewable electricity as a qualifying renewable fuel under the RFS program (eRINs).

These volume proposals may be met with opposition, consistent with action taken regarding prior regulations.

3 unchanged sentences

This bill was referred to the Subcommittee on Environment and Climate Change in October 2019, but no further action has been taken.

In 2023, Representative Scott Perry introduced the Eliminating the RFS and Its Destructive Outcomes Act, which was referred to the House Energy and

Commerce Committee, but no further action has been taken.

In 2023, Representative Scott Perry introduced the Eliminating the RFS and Its Destructive Outcomes Act, which was referred to the House Energy and Commerce Committee, but no further action has been taken.

Various parties have also sought for the executive branch to revise the RFS.

Limiting or eliminating the RFS could have the effect of reducing or eliminating the volume of RINs required to meet blending requirements, which could adversely affect the demand for RINs and accordingly the revenue stream we have historically derived from the sale of RINs.

Limiting or eliminating the RFS could have the effect of reducing or eliminating the volume of RINs

required to meet blending requirements, which could adversely affect the demand for RINs and accordingly the revenue stream we have historically derived from the sale of RINs.

‎Further, uncertainty associated with RFS regulatory requirements may increase volatility of RIN prices, which may adversely affect our business.

26 unchanged sentences

Other states have adopted partial EPR programs.

For example, in its 2023 legislative session, Connecticut adopted a program that will require producers of plastic beverage containers to register beginning in April 2026 and establishes phased minimum postconsumer recycled content requirements for plastic beverage containers.

For example, Connecticut has passed various EPR legislation.

In its 2023 legislative session, Connecticut adopted a program that will require producers of plastic beverage containers to register beginning in April 2026 and establishes phased minimum post-consumer recycled content requirements for plastic beverage containers.

In 2025, the nation’s first tire EPR law became effective in Connecticut.

EPR regulations could have an adverse effect on our business if enacted at the federal level or if widely enacted by state or local governments.

8 unchanged sentences

In April 2023, Colorado became the first state to pass right-to-repair laws for farmers, and Minnesota and California passed electronic right-to-repair laws in May and October 2023, respectively.

Several states enacted various right-to-repair laws in 2025, including consumer electronics right-to-repair laws enacted by Oregon, Washington and Texas.

Similar regulatory initiatives are being introduced in Canada.

Bill-C-244, An Act to Amend the Copyright Act (diagnosis, maintenance and repair), came into force on November 7, 2024 and supports the right to repair through amendments to the Copyright Act that allow the circumvention of technological protection measures when maintaining or repairing a product.

For example, amendments to the federal Copyright Act (diagnosis, maintenance and repair), came into force in 2024 that support the right to repair by allowing the circumvention of technological protection measures when maintaining or repairing a product without violating copyright laws.

Certain provinces have also proposed or enacted right-to-repair legislation.

4 unchanged sentences

Inflation Reduction Act

The Inflation Reduction Act, or IRA, of 2022 put in place broad-reaching tax, loan, incentive and other programs.

The Inflation Reduction Act, or IRA, of 2022 put in place broad-reaching tax, loan, incentive and other programs, although many such programs were revised or repealed pursuant to the July 2025 OBBA.

The IRA’s provisions include, but are not limited to:

4 unchanged sentences

and reinstatement of the hazardous substance Superfund financing rate, among others.

It is possible that as implemented, the IRA could increase the costs of operation for certain of our customers, including in the oil and gas industry.

In the event that the IRA as implemented increases operational costs for our customers or reduces oil and gas E&P activities by our customers, it could adversely affect our business.

At this time, it is unclear how the credits, fees, and programs set forth in the IRA will impact our business or our customers’ businesses.

The OBBA, among other things, revised certain portions of the 45Q tax credit for carbon capture and sequestration and the IRA’s renewable energy tax credit provisions, repealed the commercial electric vehicle tax credit for vehicles acquired after September 30, 2025, and delayed until 2034 implementation of the charge on methane emissions from certain oil and gas industry sources.

It is possible that, as implemented, the IRA or the OBBA could increase the costs of operation for certain of our customers, including in the oil and gas industry.

In the event that the IRA or the OBBA, as implemented, increase operational costs for our customers or reduces oil and gas E&P activities by our customers, it could adversely affect our business.

At this time, it is unclear how the credits, fees, and programs set forth in the IRA or the OBBA will impact our business or our customers’ businesses.

RISK MANAGEMENT, INSURANCE AND FINANCIAL SURETY BONDS

29 unchanged sentences

In addition to surety bonds, such guarantees and obligations may also be met through alternative financial assurance instruments, including insurance, letters of credit and restricted cash and investment deposits.

At December 31, 2024 and 2023, we had provided customers and various regulatory authorities with surety bonds in the aggregate amount of approximately $934.3 million and $901.3 million, respectively, to secure our asset closure and retirement requirements and $1.077 billion and $743.8 million, respectively, to secure performance under collection contracts and landfill operating agreements.

At December 31, 2025 and 2024, we had provided customers and various regulatory authorities

with surety bonds in the aggregate amount of approximately $1.040 billion and $934.3 million, respectively, to secure our asset closure and retirement requirements and $1.117 billion and $1.077 billion, respectively, to secure performance under collection contracts and landfill operating agreements.

We source financial surety bonds from a variety of third-party insurance and surety companies, including a company in which we own a 9.9% interest that, among other activities, issues financial surety bonds to secure landfill final capping, closure and post-closure obligations for companies operating in the solid waste sector.

13 unchanged sentences

Executive Vice President and Chief Financial Officer

Senior Vice President – Chief Accounting Officer

Senior Vice President and Chief Tax Officer

Senior Vice President – Performance Optimization

5 unchanged sentences

Senior Vice President – Business Development

Senior Vice President and Chief Accounting Officer

Mittelstaedt has been President and Chief Executive Officer of the Company since April 2023.

10 unchanged sentences

degree in Business Economics with a finance emphasis from the University of California at Santa Barbara.

Chambliss has been Executive Vice President and Chief Operating Officer of the Company since October 2003.

From October 1, 1997 to that date, Mr.

Chambliss served as Executive Vice President – Operations of the Company.

Chambliss has more than 30 years of experience in the solid waste industry.

Chambliss holds a B.S.

degree in Business Administration from the University of Arkansas.

Craft has been Executive Vice President and Chief Operating Officer of the Company since August 2025.

From July 2023 to that date, Mr.

Craft served as a Regional Vice President of the Company.

From July 2020 to July 2023, Mr.

Craft served as Senior Vice President – Operations of the Company.

From December 2014 to July 2020, Mr.

Craft served as a Regional Vice President of the Company.

From February 2010 to December 2014, Mr.

Craft served as a Divisional Vice President of the Company.

From July 2006 to February 2010, Mr.

Craft served as a District Manager of the Company, and from November 2003 to July 2006 he served as a member of the Company’s Operations Analysis and Integrations department.

From April 2003 until November 2003, Mr.

Craft served as a member of the Company’s Internal Audit department.

Craft held various accounting positions with The Newark Group Inc.

from June 2000 to April 2003.

Craft spent seven years in the military, both in the U.S.

Navy and the Army National Guard.

Craft holds a B.S.

degree in Accounting from Montana State University.

Little has been Executive Vice President – Engineering and Disposal of the Company since July 2019.

15 unchanged sentences

He served as General Counsel and Secretary of the Company from February 2008 to February 2009 and Corporate Counsel of the Company from February 2004 to February 2008.

Shea practiced corporate and securities law with Brobeck, Phleger & Harrison LLP in San Francisco from 1999 to 2003 and Winthrop, Stimson, Putnam & Roberts (now Pillsbury Winthrop Shaw Pittman LLP) in New York and London from 1995 to 1999.

Shea practiced corporate and securities law with Brobeck,

Phleger & Harrison LLP in San Francisco from 1999 to 2003 and Winthrop, Stimson, Putnam & Roberts (now Pillsbury Winthrop Shaw Pittman LLP) in New York and London from 1995 to 1999.

Shea holds a B.S.

11 unchanged sentences

Whitney held various finance positions for Wheelabrator Technologies from 1990 to 2001.

She serves on the Board of Directors of Vestis Corp.

Whitney holds a B.A.

1 unchanged sentence

in Finance from New York University Stern School of Business.

Whitney also serves on the Board of Directors of Vestis Corp.

Black has been Senior Vice President – Chief Accounting Officer of the Company since February 2023.

From January 2017 to that date, Mr.

Black has been Senior Vice President and Chief Tax Officer of the Company since May 2025.

From February 2023 to that date, Mr.

Black served as Senior Vice President and Chief Accounting Officer of the Company.

From January 2017 to February 2023, Mr.

Black served as Senior Vice President and Chief Tax Officer of the Company.

53 unchanged sentences

From April 2002 to that date, Mr.

Nielsen served as a Region Vice President of the Company, including for its Southern, Western and Eastern Regions.

Nielsen served as a Region Vice President of the Company, including for its Southern, Western and

Eastern Regions.

From May 1999 to April 2002, Mr.

11 unchanged sentences

From October 2013 to January 2016, Mr.

Pio served as Executive Vice President, Strategy and Business Development for

Progressive Waste Solutions Ltd.

Pio served as Executive Vice President, Strategy and Business Development for Progressive Waste Solutions Ltd.

From March 2010 to October 2013, Mr.

23 unchanged sentences

degree in Accounting from Metropolitan State University of Denver.

Derek Tan has been Senior Vice President and Chief Accounting Officer of the Company since May 2025.

From February 2025 to that date, Mr.

Tan served as Vice President – Financial Reporting of the Company.

From January 2020 to February 2025, Mr.

Tan served as Region Controller - Canada of the Company.

From May 2016 to December 2019, Mr.

Tan served as Assistant Region Controller - Canada of the Company.

Tan served as Accounting Director for Quidsi, a subsidiary of Amazon, from June 2015 to April 2016.

From June 2013 to May 2015, Mr.

Tan held various District Controller positions with the Company.

From September 2008 to May 2013, Mr.

Tan held various positions, including Audit Senior, for Deloitte.

Tan is a Certified Public Accountant in the United States and a Chartered Professional Accountant in Canada.

Tan holds a B.A.

degree in Criminology from Simon Fraser University, Diploma in Accounting from the University of British Columbia, and Master’s degree in Accounting from the University of Saskatchewan.

AVAILABLE INFORMATION

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.

What changed 10-K

Item 1. Business