What changed in this filing

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Item 1. Business

2026-02-09 compared with 2025-02-19 · 159 added, 154 removed, 420 unchanged (43% of the section changed)

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Our solid waste business is operated and managed locally by our subsidiaries that focus on distinct geographic areas and provide collection, transfer, disposal, recycling and resource recovery services.

Through our subsidiaries, including our Waste Management Renewable Energy (“WM Renewable Energy”) segment, we are also a leading developer, operator and owner of landfill gas-to-energy facilities in the U.S.

and Canada that produce renewable electricity and renewable natural gas, which is a significant source of fuel that we allocate to our natural gas fleet.

Through our Waste Management Renewable Energy (“Renewable Energy”) segment, we are also a leading developer, operator and owner of landfill gas-to-energy facilities in the U.S.

and Canada that produce renewable electricity and renewable natural gas (“RNG”), which is a significant source of fuel that we allocate to our natural gas fleet.

Following our 2024 acquisition of Stericycle, Inc.

(“Stericycle”), our Healthcare Solutions segment provides regulated waste and compliance services (“RWCS”) and secure information destruction (“SID”) services in the U.S., Canada and Western Europe that protect people and brands, promote health and well-being and safeguard the environment.

Additionally, through our Recycling Processing and Sales segment, we are a leading recycler in the U.S.

and Canada, handling materials that include paper, cardboard, glass, plastic and metal.

During 2025, our largest customer represented less than 5% of annual revenues.

On November 4, 2024, we completed our acquisition of all outstanding shares of Stericycle, Inc.

(“Stericycle”), the operations of which are presented in this report as our new WM Healthcare Solutions segment.

The acquisition expands our offerings in the U.S.

and Canada and adds operations in parts of Western Europe.

These businesses provide Regulated Waste and Compliance Services (“RWCS”) and Secure Information Destruction (“SID”) services that protect people and brands, promote health and well-being and safeguard the environment.

Stericycle operates out of approximately 361 leased and owned facilities worldwide with 69 autoclaves or alternative medical waste treatment facilities, 18 medical waste incinerator facilities, 107 SID processing facilities, and 167 transfer stations.

Included within our WM Healthcare Solutions segment are 35 locations that are classified as held for sale as of December 31, 2024.

The acquisition is discussed further in Note 17 to the Consolidated Financial Statements.

We own or operate 257 landfill sites, which is the largest network of landfills throughout the U.S.

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we remain dedicated to providing long-term value to our stockholders by successfully executing our core strategy of focused differentiation and continuous improvement.

We have enabled a people-first, technology-led focus to drive our mission to maximize resource value, while minimizing environmental

impact, and sustainability and environmental stewardship is embedded in all that we do.

We have enabled a people-first, technology-led focus to drive our mission to maximize resource value, while minimizing environmental impact, and sustainability and environmental stewardship is embedded in all that we do.

Our strategy leverages and sustains the strongest asset network in the industry to drive best-in-class customer experience and growth.

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We believe that focused differentiation, which is driven by capitalizing on our unique and extensive network of assets, will deliver profitable growth and position us to leverage competitive advantages.

Simultaneously, we believe that investing in automation to improve processes and drive operational efficiency combined with a focus on the cost to serve our customers will yield an attractive profit margin and enhanced service quality.

We are furthering our strategy of focused differentiation and continuous improvement beyond our traditional waste operations through our sustainability growth strategy that includes significant planned investments in our WM Renewable Energy and Recycling Processing and Sales segments, while increasing automation and reducing labor dependency.

Simultaneously, we believe that investing in

automation to improve processes and drive operational efficiency combined with a focus on the cost to serve our customers will yield an attractive profit margin and enhanced service quality.

We are furthering our strategy of focused differentiation and continuous improvement beyond our traditional waste operations through our sustainability growth strategy that includes significant investments in our Renewable Energy and Recycling Processing and Sales segments, while increasing automation and reducing labor dependency.

In addition, with our acquisition of Stericycle, we have advanced our growth strategy and built upon our sustainability initiatives.

The acquisition provides a complementary business platform in medical waste, a sector with attractive near- and long-term growth dynamics, and in secure information destruction services to further our leading suite of comprehensive waste and environmental solutions.

Furthermore, we are also evaluating and pursuing emerging diversion technologies that may generate additional value.

Furthermore, we continue to evaluate and plan to pursue emerging diversion technologies that may generate additional value.

Our Company’s goals are targeted at putting our people first, positioning them to serve and care for our customers, the environment, the communities in which we work and our stockholders.

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We believe that execution of our strategy will deliver shareholder value and leadership in a dynamic industry and in any economic environment.

In addition, we intend to continue to return value to our stockholders through dividend payments and expect to resume share repurchases once the Company’s leverage returns to targeted levels, which is currently projected to be about 18 months after the November 2024 acquisition of Stericycle.

In addition, we intend to continue to return value to our stockholders through dividend payments and share repurchases.

In December 2025, we announced that our Board of Directors expects to increase the quarterly dividend from $0.825 to $0.945 per share for dividends declared in 2026, which is a 14.5% increase from the quarterly dividends we declared in 2025.

This is an indication of our ability to generate strong and consistent cash flows and marks the 22nd consecutive year of dividend increases.

This is an indication of our ability to generate strong and consistent cash flows and marks the 23rd consecutive year of dividend increases.

All quarterly dividends will be declared at the discretion of our Board of Directors and depend on various factors, including our net earnings, financial condition, cash required for future business plans, growth and acquisitions and other factors the Board of Directors may deem relevant.

Additionally, given the substantial progress already made on leverage reduction following the Stericycle acquisition, we resumed share repurchases in February 2026.

Our Board of Directors approved up to $3.0 billion in future share repurchases, exclusive of fees, commissions and taxes.

This new authorization supersedes and replaces the remaining authority under the prior Board of Directors’ authorization for share repurchases announced in December 2023.

Under this new authorization, we currently expect to repurchase approximately $2.0 billion of shares during 2026, while continuing to prioritize a return to our targeted leverage level during the year.

The amount of future share repurchases executed under our Board of Directors’ authorization is determined in management’s discretion, based on various factors, including our leverage level, net earnings, financial condition and cash required for future business plans, growth and acquisitions.

Our senior management evaluates, oversees and manages the financial performance of our business through five reportable segments, referred to as (i) Collection and Disposal - East Tier (“East Tier”);

(ii) Collection and Disposal - West Tier (“West Tier”);

(iii) Recycling Processing and Sales, (iv) WM Renewable Energy and (v) WM Healthcare Solutions.

(iii) Recycling Processing and Sales;

(iv) Renewable Energy and (v) Healthcare Solutions.

Our East and West Tiers, along with certain ancillary services (“Other Ancillary”) that are not managed through our Tier segments but that support our collection and disposal operations, form our “Collection and Disposal” businesses.

Our East Tier primarily consists of geographic areas located in the Eastern U.S., the Great Lakes region and substantially all of Canada.

Our West Tier primarily includes geographic areas located in the Western U.S., including the upper Midwest region and British Columbia, Canada.

Our West Tier primarily includes geographic areas located in the Western, Southern and Central U.S., including the upper Midwest region, and British Columbia, Canada.

We also provide additional services not managed through our five reportable segments, which are presented as Corporate and Other.

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Our commitment to customers begins with a vast waste collection network.

Collection involves picking up and transporting waste and recyclable materials from where it was generated to a transfer station, recycling facility or disposal site.

Collection involves picking up and transporting waste and recyclable, construction and demolition, and organic materials from where it was generated to a transfer station, recycling facility or disposal site.

We generally provide collection services under one of two types of arrangements:

● For commercial and industrial collection services, typically we have three-year service agreements.

The fees under the agreements are influenced by factors such as collection frequency, type of collection equipment we furnish, type and volume or weight of the waste collected, distance to the disposal facility, labor costs, cost of disposal and general market factors.

As part of the service, we provide steel containers to most customers to store their solid waste between pick-up dates.

Containers vary in size and type according to the needs of our customers and the restrictions of their communities.

Many are designed to be lifted mechanically and either emptied into a truck’s compaction hopper or directly into a disposal site.

Many are designed to be lifted mechanically and either emptied into a truck’s compaction hopper or directly delivered to a disposal site.

By using these containers, we can service most of our commercial and industrial customers with trucks operated by only one employee.

● For most residential collection services, we have a contract with, or a franchise granted by, a municipality, homeowners’ association or some other regional authority that gives us the exclusive right to service all or a portion of the homes in an area.

These contracts or franchises are typically for periods of three to ten years and typically mirror maximum terms as allowed by statutes by state.

These contracts or franchises are typically for periods of three to ten years and typically mirror terms as allowed by statutes by state.

We also provide services under individual monthly subscriptions directly to households.

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The Company is generally phasing out traditional manual systems and moving to further automate residential collection services.

Benefits of automation include enhanced worker safety, improved service delivery to the customer and an overall reduction in the cost to provide services.

Benefits of automation include enhanced worker safety, containerization of waste, improved service delivery to the customer and an overall reduction in the cost to provide services.

Landfills are the main depositories for solid waste in North America.

As of December 31, 2024, we owned or operated 257 solid waste landfills and five secure hazardous waste landfills, which represents the largest network of landfills throughout the U.S.

As of December 31, 2025, we owned or operated 253 solid waste landfills and four hazardous waste landfills, which represents the largest network of landfills throughout the U.S.

As of December 31, 2025, we owned or controlled the management of 244 sites with remedial activities that are in closure or have received a certification of closure from the applicable regulatory agency.

Solid waste landfills are constructed and operated on land with engineering safeguards that limit the possibility of water and air pollution and are operated under procedures prescribed by regulation.

A landfill must meet federal, state or provincial and local regulations during its design, construction, operation and closure.

A landfill must meet federal, state and/or provincial and local regulations during its design, construction, operation and closure.

The operation and closure activities of a solid waste landfill include excavation, construction of liners, continuous spreading and compacting of waste, covering of waste with earth or other acceptable material and constructing final capping of the landfill.

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In some cases, hazardous waste can be treated before disposal.

Generally, these treatments involve the separation or removal of solid materials from liquids and chemical treatments that transform waste into inert materials that are no longer hazardous.

Our hazardous waste landfills are sited, constructed and operated in a manner designed to provide long-term

containment of waste.

Generally, these treatments involve the separation or

removal of solid materials from liquids and chemical treatments that transform waste into inert materials that are no longer hazardous.

Our hazardous waste landfills are sited, constructed and operated in a manner designed to provide long-term containment of waste.

We also operate a hazardous waste facility at which we isolate treated hazardous waste in liquid form by injection into deep wells that have been drilled in certain acceptable geologic formations far below the base of fresh water to a point that is safely separated by other substantial geological confining layers.

Included within our Collection and Disposal businesses are landfills having (i) 19 third-party power generating facilities converting our landfill gas to fuel electricity generators;

(ii) 16 third-party renewable natural gas (“RNG”) facilities processing landfill gas to be sold to natural gas suppliers and (iii) six third-party projects delivering our landfill gas by pipeline to industrial customers as a direct substitute for fossil fuels in industrial processes.

In return for providing our landfill gas, we receive royalties from each facility, including the benefit of a 15% royalty from our WM Renewable Energy segment based on net operating revenue generated through the sale of RNG, renewable identification numbers (“RINs”), electricity and capacity, Renewable Energy Credits (“RECs”) and related environmental attributes from the 84 landfill beneficial use renewable energy projects owned by WM Renewable Energy on our active landfills, which is eliminated in consolidation.

(ii) 17 third-party RNG facilities processing landfill gas to be sold to natural gas suppliers and (iii) nine third-party projects delivering our landfill gas by pipeline to industrial customers as a direct substitute for fossil fuels in industrial processes.

In return for providing our landfill gas, we receive royalties from each facility, including the benefit of a 15% royalty from our Renewable Energy segment based on net operating revenue generated through the sale of RNG, renewable identification numbers (“RINs”), electricity and capacity, Renewable Energy Credits (“RECs”) and related environmental attributes from the 86 landfill beneficial use renewable energy projects owned by Renewable Energy on our active landfills, which is eliminated in consolidation.

As of December 31, 2025, we owned or operated 342 transfer stations in the U.S.

We deposit waste at these stations, as do other waste haulers.

The solid waste is then consolidated and compacted to reduce the volume and increase the density of the waste and transported by transfer trucks or by rail to disposal sites.

The solid waste is then consolidated and compacted to reduce the volume and increase the density of the waste and transported by transfer trucks, rail or barge to disposal sites.

Access to transfer stations is critical to haulers who collect waste in areas not in close proximity to disposal facilities.

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The utilization of our transfer stations by our own collection operations improves internalization by allowing us to retain fees that we would otherwise pay to third parties for the disposal of the waste we collect.

It enables us to manage costs associated with waste disposal because (i) transfer trucks, railcars or rail containers have larger capacities than collection trucks, allowing us to deliver more waste to the disposal facility in each trip;

It enables us to manage costs associated with waste disposal because (i) transfer trucks, railcars, rail containers or barge containers have larger capacities than collection trucks, allowing us to deliver more waste to the disposal facility in each trip;

(ii) waste is accumulated and compacted at transfer stations that are strategically located to increase the efficiency of our network of operations and (iii) we can retain the volume by managing the transfer of the waste to one of our own disposal sites.

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(ii) remediation and construction services;

(iii) management and marketing of fly ash, which is residue generated from the combustion of coal to generate electricity;

and (iv) industrial waste services, which uses thermal and mechanical separation technologies to minimize waste volumes and recover commodities at the point of generation.

The breadth of these service offerings, combined with our large and expanding network of technology-enabled infrastructure in recycling, organics and renewable energy give us the ability to help customers reduce the amount of waste they generate, identify recycling opportunities and determine efficient and environmentally friendly means for waste collection and disposal.

(iii) management and marketing of fly ash, which is residue generated from the combustion of coal to generate electricity and (iv) industrial waste services, which uses thermal and mechanical separation technologies to minimize waste volumes and recover commodities at the point of generation.

opportunities and determine efficient and environmentally friendly means for waste collection and disposal.

Through these services, we aim to help customers increase circularity and accelerate their decarbonization goals.

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Demand for recycled materials is generally growing.

Several states have recently passed minimum-recycled-content mandates, and many companies are responding to requirements for recycled content from their own customers and to meet sustainability targets.

Several states have passed minimum-recycled-content mandates, and companies are responding to requirements for recycled content from their own customers and to meet sustainability targets.

We are helping expand the availability of recycled materials by investing in infrastructure, increasing access to recycling services and educating customers through our Recycle Right ® program.

Our recycling operations provide communities and businesses with an alternative to traditional landfill disposal and support our strategic goals to extract more value from the materials we manage.

We were the first major solid waste company to focus on residential single-stream recycling, which allows customers to mix clean bottles, cans, paper and cardboard in one bin.

We were the first major solid waste company to focus on residential single-stream recycling, which allows customers to mix clean bottles, cans, paper, cups, tubs and cardboard in one bin.

Residential single-stream programs have greatly increased recycling volumes.

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In recent years, we have been focused on reducing dependency on market prices for recycled commodities by recovering our processing costs first.

In our materials processing business, we have been transitioning our customer base over time from the traditional rebate model, where we paid suppliers for the inbound material, to a fee-for-service model that ensures the cost of processing the recyclable materials is covered along with an acceptable margin.

With our current fee-for-service model, the pricing for these recyclable materials can either be a charge or “tip fee” when commodity pricing does not cover our cost to process the recyclable materials or a “rebate” when commodity pricing is higher than our processing costs and we are able to share this benefit with the customers generating recyclable

In some cases, our pricing is based on fixed contractual rates or on defined minimum per-ton rates.

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If the key terms result in a charge to the customer, the associated “tip fees” would be recorded as operating revenues within our Consolidated Statements of Operations.

WM Renewable Energy

We develop, operate and promote projects for the beneficial use of landfill gas through our WM Renewable Energy segment.

Renewable Energy

We develop, operate and promote projects for the beneficial use of landfill gas through our Renewable Energy segment.

Landfill gas is produced naturally as waste decomposes in a landfill.

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Additionally, three of these projects are on third-party landfills.

The revenues from these facilities are primarily generated through the sale of RNG, RINs, electricity and capacity, heat and/or steam, RECs and related environmental attributes.

WM Renewable Energy is charged a 15% royalty on net operating revenue from these facilities residing on our active and closed landfills from our Collection and Disposal and Corporate and Other businesses, which is eliminated in consolidation.

Additionally, WM Renewable Energy operates and maintains seven third-party landfill beneficial gas use projects in return for service revenue.

The revenues from both WM owned and third-party owned facilities are primarily generated through (i) the sale of captured and converted landfill methane gas;

(ii) the sale of RINs under the Renewable Fuel Standard (“RFS”) program implemented by the EPA;

(iii) sale of Low Carbon Fuel credits designed to stimulate the use of low-carbon fuels and (iv) the sale of energy (electricity and capacity) and associated RECs.

Renewable Energy is charged a 15% royalty on net operating revenue from these facilities residing on our active and closed landfills from our Collection and Disposal and Corporate and Other businesses, which is eliminated in consolidation.

Additionally, Renewable Energy operates and maintains six third-party landfill beneficial gas use projects in return for service revenue.

Our Collection and Disposal and Corporate and Other businesses benefit from these projects as well as 54 additional third-party landfill beneficial gas use projects in the form of royalties.

WM Renewable Energy converts landfill gas into several sources of renewable energy, which include RNG, electricity and capacity, heat and/or steam.

WM Renewable Energy also generates RINs under the Renewable Fuel Standard (“RFS”) program, other credits under a variety of state programs associated with the use of RNG in our compressed natural gas fleet, and RECs associated with the production of electricity.

The RINs, RECs and other credits are sold to counterparties who are obligated under the regulatory programs and have a responsibility to procure RINs, RECs and other credits proportionate to their fossil fuel production and imports.

RINs and RECs prices generally respond to regulations enacted by the EPA or other regulatory bodies, as well as fluctuations in supply and demand.

WM Healthcare Solutions

Our WM Healthcare Solutions segment, through our subsidiary Stericycle, is primarily a business-to-business company providing RWCS and SID services that protect people and brands, promote health and well-being and safeguard the environment.

WM Healthcare Solutions serves customers in the U.S., Canada and Western Europe with solutions to safely manage materials that could otherwise spread disease, contaminate the environment, or compromise one’s identity.

Services provided through our WM Healthcare Solutions segment includes the following:

Renewable Energy converts landfill gas into several sources of renewable energy, which include RNG, electricity, heat and steam.

Renewable Energy also generates RINs under the RFS program, other credits under a variety of state programs associated with the use of RNG in our compressed natural gas fleet and RECs associated with the production of electricity.

Additionally, we generate and sell credits in Canadian and European markets through the Clean Fuels Regulations and the International Sustainability and Carbon Certification System, respectively.

The RINs, RECs and other credits are sold to counterparties who are obligated under various regulatory programs and have a responsibility to procure RINs, RECs and other credits in order to offset their fossil fuel production and imports.

Healthcare Solutions

Our Healthcare Solutions segment, through our subsidiary Stericycle, is primarily a business-to-business company providing RWCS and SID services that protect people and brands, promote health and well-being and safeguard the environment.

Healthcare Solutions serves customers in the U.S., Canada and Western Europe with solutions to safely manage materials that could otherwise spread disease, contaminate the environment or compromise one’s identity.

Services provided through our Healthcare Solutions segment includes the following:

Regulated Waste and Compliance Services

WM Healthcare Solutions includes compliance programs and collection, processing, and disposal of regulated and specialized waste, including medical, pharmaceutical and hazardous waste.

Healthcare Solutions includes compliance programs and collection, processing, and disposal of regulated and specialized waste, including medical, pharmaceutical and hazardous waste.

RWCS are provided to customers in the U.S., Canada, Ireland and the United Kingdom (“U.K.”).

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Collection and Transportation — The collection process for regulated waste streams begins at the customer location with waste segregation.

To assure regulatory compliance, we educate our customers and will not accept material from

customers unless it complies with our waste acceptance protocols and is properly stored or packaged in containers that we have either supplied or approved and is appropriately labeled.

To assure regulatory compliance, we educate our customers and will not accept material from customers unless it complies with our waste acceptance protocols and is properly stored or packaged in containers that we have either supplied or approved and is appropriately labeled.

Our team members then collect containers at the customer location via our fleet of vehicles.

The majority of collected waste is then transported directly to one of our processing facilities or to one of our WM Healthcare Solutions transfer stations where waste is aggregated until it is transported to a processing facility.

The majority of collected waste is then transported directly to one of our processing facilities or to one of our Healthcare Solutions transfer stations where waste is aggregated until it is transported to a processing facility.

Processing and Disposal of Regulated Waste — Upon arrival at a processing facility, containers or boxes of regulated waste undergo a quality control process to verify that they do not contain any unacceptable substances.

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This process relies on steam at high temperature and pressure to kill pathogens and render materials non-infectious.

As of December 31, 2025, we operated 42 autoclave facilities in the U.S.

● Alternative Technologies — We use several different non-incineration alternatives to autoclaves, predominantly outside of the U.S.

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Depending on local requirements, the waste may be shredded before or after treatment to render it unrecognizable.

As of December 31, 2025, we operated 9 alternative medical waste treatment facilities in the U.S., Ireland and the U.K.

● Incineration — While we strive to use alternative, non-incineration methods for treating medical waste, incineration remains a regulatory requirement and/or a best practice in certain geographies or for certain types of medical waste that need to be chemically destroyed.

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In some circumstances, the ash byproduct of incineration may be regulated.

Upon completion of the treatment process, the resulting waste or incinerator ash is transported for disposal in a landfill owned by unaffiliated third parties or by the Company.

As of December 31, 2025, we operated 17 medical waste incinerator facilities in the U.S., Canada and the U.K.

Upon completion of the treatment process, the resulting waste or incinerator ash is transported for disposal in a landfill owned by the Company or a third party.

Additionally, in several of our incineration facilities, primarily in the U.K., we use different types of waste-to-energy solutions as part of our processes.

Secure Information Destruction

WM Healthcare Solutions also provides for the collection of personal and confidential information for secure destruction and recycling of sorted office paper.

Healthcare Solutions also provides for the collection of personal and confidential information for secure destruction and recycling of sorted office paper.

SID services are provided to customers in the U.S., Belgium, Canada, France, Germany, Ireland, Luxembourg, the Netherlands and the U.K.

We leverage a combination of off-site and on-site document destruction methods for one-time and recurring paper shredding.

As of December 31, 2025, we operated 99 secure information destruction facilities in the U.S., Canada and Western Europe.

Our service offerings leverage cross-cut shredding technology to enhance the security level of destruction and can provide secure chain-of-custody and proof of service.

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This includes the activities of our corporate office, including costs associated with our long-term incentive program, expanded service offerings and solutions (such as our investments in businesses and technologies that are designed to offer services and solutions ancillary or supplementary to our current operations) as well as our closed sites.

Included within our Corporate and Other businesses’ closed sites are (i) six third-party power generating facilities converting our landfill gas to fuel electricity generators;

Included within our Corporate and Other businesses’ closed sites are (i) five third-party power generating facilities converting our landfill gas to fuel electricity generators;

(ii) two third-party projects delivering our landfill gas by pipeline to industrial customers as a direct substitute for fossil fuels in industrial processes and (iii) two third-party RNG facilities processing landfill gas to be sold to natural gas suppliers in return for a royalty.

Additionally, Corporate and Other benefits from a 15% royalty from our WM Renewable Energy segment based on net operating revenue generated through the sale of RNG, RINs, electricity and capacity, RECs and related environmental attributes from the 15 landfill beneficial use renewable energy projects owned by WM Renewable Energy on our closed sites, which is eliminated in consolidation.

Additionally, Corporate and Other benefits from a 15% royalty from our Renewable Energy segment based on net operating revenue generated through the sale of RNG, RINs, electricity and capacity, RECs and related environmental attributes from the 17 landfill beneficial use renewable energy projects owned by Renewable Energy on our closed sites, which is eliminated in consolidation.

We continue to invest in businesses and technologies that are designed to offer services and solutions ancillary or supplementary to our current operations.

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Approximately 9,200 of our employees are covered by collective bargaining agreements.

Additional information about our workforce can be found in our 2024 Sustainability Report at sustainability.wm.com, which was issued prior to our acquisition of Stericycle and does not incorporate any aspects of the acquired operations.

Additional information about our workforce can be found in our 2025 Sustainability Report at sustainability.wm.com.

Our 2025 Sustainability Report does not constitute a part of, and is not incorporated by reference into, this report or any other report we file with (or furnish to) the SEC, whether made before or after the date of this Annual Report on Form 10-K.

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At the Company, safety is a core value, with no compromise.

A large number of our employee population work as drivers, heavy equipment operators and sorters, which are essential jobs that carry inherent risks.

A large number of our employee population work as drivers, heavy equipment operators, technicians and sorters, which are essential jobs that carry inherent risks.

For nearly 20 years, we have engaged employees on safety to continually improve our culture and performance.

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To build upon lessons learned in training, we conduct structured observations of frontline employees that cover all aspects of our collection and post-collection operations, including driving, loading, unloading, lifting and lowering and arriving prepared for work.

In 2023, the Company announced a safety goal focused on reduction of our Total Recordable Incident Rate (“TRIR”) by 3% annually, targeting TRIR of 2.0 annually by 2030.

TRIR measures the number of injuries occurring per 100 employees per year (number of injuries per 200,000 hours).

Our TRIR as of December 31, 2024 was 3.23.

While our overall results in 2024 did not demonstrate targeted progress toward the 2030 goal, we were able to determine that the number of incidents is meaningfully improving for our core operations, though these improvements have been offset by the impacts of acquisition activity as well as a significant reduction in work hours from an improvement in driver retention and operational efficiency.

In 2022, the Company announced a safety goal focused on reduction of our Total Recordable Incident Rate (“TRIR”), targeting 2.0 annually by 2030, and continued focus on prevention of serious injuries.

TRIR measures the number of OSHA recordable injuries occurring per 200,000 hours.

Our TRIR as of December 31, 2025 was 3.14, approximately a 3% improvement from 2024.

While our overall results in 2025 did not demonstrate significant progress toward the 2030 goal, we continue

to focus efforts on priority districts and integrating safety culture and reporting throughout operations, including through acquisition activity.

We often find that the discipline and culture of the Company benefit acquired businesses.

Accordingly, while there can be short-term impacts from acquisitions on measures such as TRIR, we are confident that the time and resources dedicated to

pursuing our safety commitment have us on track for continued progress in the years ahead.

The Company reduced overall (5.8%), OSHA recordable (2.2%), and Lost Time (2.4%) injuries in 2024 and remains focused on the prevention of serious injuries.

Accordingly, while acquisitions can impact metric performance related to our established goal, we are confident that our programs and processes will continue to reduce incident frequency and severity in our operations in the years ahead.

The Company reduced overall TRIR (2.8%), OSHA recordable (5.1%), and Lost Time (4.9%) injuries in 2025 and remains focused on the prevention of serious injuries.

Cultivating Belonging

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We also recognize the value of learning beyond the workplace.

Our education benefit, Your Tomorrow, pays benefits-eligible employees’ and dependents’ tuition for a broad range of four-year college degree programs, as well as programs such as high-school equivalency and, for employees, other certificate programs and graduate degrees.

Our education benefit, Your Tomorrow, makes a contribution toward benefits-eligible employees’ tuition for a broad range of four-year college degree programs, as well as programs such as high-school equivalency and other certificate programs and graduate degrees.

We also provide plans to help employees save for their future for example, through our 401(k) retirement savings plan.

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(ii) an entity in which we have a noncontrolling financial interest or (iii) a wholly-owned insurance captive, the sole business of which is to issue surety bonds and/or insurance policies on our behalf.

Letters of credit generally are

supported by our long-term U.S.

Letters of credit generally are supported by our long-term U.S.

and Canadian revolving credit facility (“$3.5 billion revolving credit facility”) and other credit lines established for that purpose.

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A significant amount of our capital expenditures is related, either directly or indirectly, to compliance with applicable laws and regulations, including environmental protection measures.

With the acquisition of Stericycle, we have increased our exposure to international jurisdictions, primarily Western Europe, and we are subject to additional laws and regulations in the U.S.

Our November 2024 acquisition of Stericycle increased our exposure to international jurisdictions, primarily Western Europe, and we are subject to laws and regulations in the U.S.

and internationally concerning transportation, management and disposal or destruction of medical waste streams, including regulations that govern the definition, generation, segregation, handling, packaging, transportation, treatment, storage and disposal or destruction of medical waste and controlled substances waste, along with extensive recordkeeping and documentation requirements.

Additionally, Stericycle’s secure information destruction services are subject to additional laws and regulations regarding proper handling and protection of personal and confidential information.

Additionally, our secure information destruction services are subject to laws and regulations regarding proper handling and protection of personal and confidential information.

There are costs associated with siting, design, permitting, construction, operating, monitoring, site maintenance, corrective actions, financial assurance and closure and post-closure obligations at our facilities.

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The regulatory environment in which we operate is influenced by changes in governmental administrations and leadership.

The priorities set forth under the prior U.S.

presidential administration, for example, were generally in favor of increasing regulation, while the new administration is generally anticipated to reverse course on many regulatory policies.

The new administration has called for substantial changes to areas of foreign trade policy and has generally appeared to

be in favor of reducing regulation, including environmental regulation.

We do not know what impact the change in U.S.

presidential administration will have on specific regulatory policies impacting our industry and our Company, especially given the number of rules currently in litigation, nor can we predict the timing of any such changes.

The current administration has called for, and undertaken, substantial changes to areas of foreign trade policy and is generally in favor of reducing regulation, including environmental regulation.

The impact and timing of these shifts in regulatory policy impacting our industry and our Company remain uncertain, as many are subject to ongoing litigation and agency review.

Further, state and municipal governments may impose additional regulatory duties in response to such shifts in federal policy, which could lead to a patchwork of regulatory obligations across the U.S.

for our industry and our Company.

Reduction of regulation may have a favorable impact on our operating costs, but the extensive environmental regulation applicable to our industry is also a barrier to rapid entry that benefits our Company.

Moreover, the risk reduction provided by appropriate regulation is valuable to our customers and the communities we serve.

Significant new restrictions and tariffs on foreign trade could have a negative impact on our recycling export business and our cross-border commerce, particularly with Canada, and could increase the cost of certain equipment and other materials used in our operations that we procure from outside the U.S., including our trucks and certain equipment used to implement our sustainability growth strategy.

It is likely that some policies adopted by the new administration will benefit us and others will negatively affect us.

Significant restrictions and tariffs on foreign trade could have a negative impact on our recycling export business and our cross-border commerce, particularly with Canada, and could increase the cost of certain equipment and other materials used in our operations that we procure from outside the U.S., including our trucks and certain equipment used to implement our sustainability growth strategy.

It is likely that some policies adopted by the administration will benefit us and others will negatively affect us .

In 2024, the U.S.

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If our operations discharge any pollutants into federally protected surface waters, the Clean Water Act requires us to apply for and obtain discharge permits, conduct sampling and monitoring, and, under certain circumstances, reduce the quantity of pollutants in those discharges.

The EPA also requires landfills and other waste-handling facilities to obtain storm water discharge permits, and if a landfill or other facility discharges wastewater through a sewage system to a publicly-owned treatment works, the facility must comply with discharge limits imposed by the treatment works.

Further, before the development or expansion of a landfill can alter or affect certain “wetlands,” a permit may have to be obtained providing for

mitigation or replacement wetlands.

The EPA also requires landfills and other waste-handling facilities to obtain storm water discharge permits, and

if a landfill or other facility discharges wastewater through a sewage system to a publicly-owned treatment works, the facility must comply with discharge limits imposed by the treatment works.

Further, before the development or expansion of a landfill can alter or affect certain “wetlands,” a permit may have to be obtained providing for mitigation or replacement wetlands.

The Clean Water Act provides for civil, criminal and administrative penalties for violations of its provisions.

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The number of governments with recycling and diversion requirements and disposal bans continues to grow, while the logistics and economics of recycling or processing many of these items remain challenging.

In addition, regulations

requiring the diversion of organic wastes away from landfills could have the effect of decreasing the amount of landfill gas produced over time in our landfills, negatively impacting our WM Renewable Energy segment.

In addition, regulations requiring the diversion of organic wastes away from landfills could have the effect of decreasing the amount of landfill gas produced over time in our landfills, negatively impacting our Renewable Energy segment.

Various states have enacted, or are considering enacting, laws that restrict or discourage the disposal of solid waste generated outside the state.

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While fitness laws can present potential increased costs and barriers to entry into market areas, these laws have not, and are not expected to have a material adverse impact on our business as a whole.

The EPA does not regulate medical waste at the federal level, resulting in a lack of uniformity of applicable laws and regulations.

The EPA does not regulate medical waste at the federal level, with some limited exceptions, resulting in a lack of uniformity of applicable laws and regulations.

States have adopted their own regulations related to the handling, treatment and storage of medical waste, with many states following requirements similar to the Medical Waste Tracking Act of 1988, a U.S.

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Climate and Sustainability

Jurisdictions are increasingly taking action to reduce greenhouse gas (“GHG”) emissions through a broad range of climate policies.

Certain jurisdictions are taking action to reduce greenhouse gas (“GHG”) emissions through a broad range of climate policies.

Landfills are one of the focal points for advancing climate-related goals, and we are actively working with policymakers to promote recognition of the significant reductions in GHG emissions that our industry already has achieved and the work being done to further measure and reduce emissions, the challenges associated with quantifying landfill emissions precisely, and the role of our sector in providing an essential, and highly regulated, public service.

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We also continue to expand our work with various private and government entities employing such technologies at our sites, and we are actively engaged with the EPA, the ECCC, state agencies, nongovernmental organizations and environmental stakeholders on the implications of the changing landscape for the waste industry and potential future regulation.

Continued dialogue, engagement and collaboration with these regulatory agencies will be important, as both the EPA and the ECCC are evaluating landfill emissions standards that may require the application of various emerging methane measurement technologies and plan to develop methods and standards for such measurement technologies.

The EPA has indicated that methane emissions from landfills will remain a focus of its expanded National Enforcement and Compliance Initiatives through 2027 and has announced its intent to propose updated performance standards for new and existing landfills.

While we cannot predict what regulations will result

from these initiatives, these developments could result in increased compliance costs and adversely affect our operations.

Continued dialogue, engagement and collaboration with these regulatory agencies will be important, as the EPA, the ECCC and several states, including California and Colorado, are evaluating landfill emissions standards that may require the application of various emerging methane measurement technologies and plan to develop methods and standards for such measurement technologies.

While we cannot predict

what regulations will result from these initiatives, these developments could result in increased compliance costs and adversely affect our operations.

Specifically, these various regulatory actions could result in changes to how we have historically reported GHG emissions and may result in increases in such emissions reported for our operations.

For example, in August 2024, the EPA released revised emission factors for the reporting of methane emissions from landfills that would, amongst other matters, result in increased reported emissions from flares and other equipment and processes.

Industry groups have filed legal challenges to the EPA’s updated emission factors.

In light of regulatory and business developments related to concerns about climate change, we have identified strategic business opportunities to provide our public and private sector customers with sustainability-related solutions intended to help reduce their carbon footprint.

Industry groups have filed legal challenges to the EPA’s updated emission factors, and the EPA granted the industry’s petition for reconsideration.

In September 2025, the EPA announced a proposed rule to significantly revise the Greenhouse Gas Reporting Program.

The proposal would eliminate reporting requirements for numerous source categories, including landfills.

This uncertainty regarding the status of the federal reporting program could result in increased state-level GHG reporting requirements.

In light of customer demand, we have identified strategic business opportunities to provide our public and private sector customers with sustainability-related solutions intended to have the potential to reduce GHG emissions across their respective businesses.

We assess customer demand for and opportunities to develop waste services with potential to avoid lifecycle emissions, such as waste reduction, increased recycling, composting and conversion of landfill gas and discarded materials into renewable energy.

We use carbon lifecycle assessment tools in evaluating potential new services and in establishing the value proposition that makes us attractive as an environmental service provider.

Demand and willingness to pay premium prices for recycled materials or enhanced sustainability solutions can fluctuate based on economic conditions, consumer preferences and trends.

We use estimated lifecycle emissions assessments in evaluating potential new services and in establishing the value proposition that makes us attractive as an environmental service provider.

We are active in support of public policies that encourage development and use of lower carbon energy and waste services that can lower lifecycle carbon footprints.

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The nature, scope, and complexity of matters that our Company must assess, quantify and disclose are expanding due to current, proposed, and recently enacted governmental reporting requirements pertaining to sustainability and climate-related risks and other topics.

Such topics include water usage, waste production, labor, human capital, environmental justice, cybersecurity, privacy and risk oversight.

For example, in September 2024, the California Governor signed into law amendments to the 2023 California Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act, which among other things, requires the disclosure of Scope 1, 2, and 3 GHG emissions and other climate-related risks consistent with the framework established by the Task Force on Climate-Related Financial Disclosures.

We will be required to begin making disclosures of our Scope 1 and 2 GHG emissions in compliance with certain of these requirements in 2026, and Scope 3 GHG emissions disclosures will be required beginning in 2027.

Such topics include water usage, waste production, labor, human capital, cybersecurity, privacy and risk oversight.

For example, in September 2024, the California Governor signed into law amendments to the 2023 California Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act, which among other things, requires the disclosure of Scope 1, 2, and 3 GHG emissions and other climate-related financial risks consistent with the framework established by the Task Force on Climate-Related Financial Disclosures.

We potentially will be required to begin making disclosures of our Scope 1 and 2 GHG emissions in compliance with certain of these requirements in 2026, and Scope 3 GHG emissions disclosures will be required beginning in 2027.

Additional U.S.

states are in various stages of considering adoption of similar GHG-related disclosure requirements.

In March 2024, the SEC also adopted final rules that would require registrants to include certain climate-related disclosures in their registration statements and periodic reports including, but not limited to, information about our governance and management of climate-related risks and metrics pertaining to emissions data and climate-related targets and goals.

The SEC voluntarily stayed implementation of these rules indefinitely, pending judicial review of ongoing legal challenges.

Furthermore, beginning as early as 2026, we may be subject to certain reporting requirements in the European Union under the Corporate Sustainability Reporting Directive (“CSRD”), which requires in-scope companies to disclose extensive sustainability information, including risks and opportunities arising from environmental and social matters, and the impact of their business on people and the environment.

These and other similar laws and regulations could result in increased compliance costs and affect the results of our operations and financial position.

Such similar laws and regulations could also increase our litigation risks or may increase risks related to our reputation or goodwill, as we cannot predict how disclosures under these laws may be perceived or interpreted by our customers and stakeholders.

states are in various stages of considering adoption of similar climate-related disclosure requirements.

While the SEC voluntarily stayed implementation of its climate related disclosure rules indefinitely, and voted to end its defense of those rules in March 2025, the state-level and other similar laws and regulations could result in increased compliance costs and affect the results of our operations and financial position.

Such laws and regulations could also increase our litigation risks or may increase risks related to our reputation or goodwill, as we cannot predict how disclosures under these laws may be perceived or interpreted by our customers and stakeholders.

Methodology and timelines for mandatory reporting requirements may be inconsistent with requirements enacted by other governmental entities, including with respect to measuring emissions and requiring a determination of “materiality” that may differ from traditional disclosure requirements under U.S.

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Significant expenditures and commitment of time by management, employees and consultants is involved in developing, implementing and overseeing policies, practices, additional disclosures and internal controls related to environmental and sustainability risk and performance.

Public statements with respect to sustainability matters are becoming increasingly subject to heightened scrutiny from public and governmental authorities related to the risk of potential “greenwashing,” i.e.

, misleading information or false claims overstating potential sustainability benefits.

We are aware that non-governmental organizations and other private actors have filed lawsuits against companies under various securities and consumer protection laws alleging that certain sustainability-related statements, goals or standards were misleading, false or otherwise deceptive.

Consistent with our Company’s long-standing commitment to sustainability and environmental stewardship, we have published our 2024 Sustainability Report, providing details on our sustainability-related performance and outlining progress towards our 2030 sustainability goals.

The Sustainability Report conveys the strong linkage between the Company’s sustainability goals and our growth strategy, inclusive of the planned and ongoing expansion of the Company’s Recycling Processing and Sales and WM Renewable Energy segments.

Public statements with respect to sustainability matters are subject to heightened scrutiny related to the risk of potential “greenwashing,” i.e.

, allegations of misleading information or false claims overstating potential sustainability benefits made by governmental authorities, non-governmental organizations and other private actors.

Consistent with our Company’s long-standing commitment to sustainability and environmental stewardship, we have published our 2025 Sustainability Report, providing details on our sustainability-related performance and outlining

progress towards our 2030 sustainability goals.

The annual Sustainability Report conveys the strong linkage between the Company’s sustainability goals and our growth strategy, inclusive of the expansion of the Company’s Recycling Processing and Sales and Renewable Energy segments.

The information in this report can be found at sustainability.wm.com but it does not constitute a part of, and is not incorporated by reference into, this Annual Report on Form 10-K.

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Without such relief, we may face increased exposure to remediation and litigation costs associated with properties that the EPA may designate as CERCLA sites due to the presence of PFAS.

Additionally, in April 2024, the EPA announced the final National Primary Drinking Water Regulation for six PFAS compounds and established legally enforceable maximum contaminant levels, as well as non-enforceable maximum contaminant level goals for these PFAS compounds.

Additionally, the EPA is pursuing legally enforceable maximum contaminant levels, as well as non-enforceable maximum contaminant level goals, for PFAS compounds in drinking water.

We expect that there could be continued efforts to regulate or impose liability with respect to PFAS at the federal level.

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Regulations affecting, and in some cases restricting, the international flow of certain recyclables have led to a reduction in export activity for such recyclables, as well as higher quality requirements, and higher processing costs.

We do not ship plastics collected on our residential recycling routes and processed at our single stream recycling facilities to locations outside of North America;

We do not ship plastics collected on our residential recycling routes and processed at our single stream recycling facilities to locations outside of North America, except in very limited circumstances when no other commercially viable domestic markets are available;

however, current and developing international regulations may limit our ability to export other commodities, including certain plastics.

Additionally, the new U.S.

presidential administration has called for substantial changes to foreign trade policy.

Significant new restrictions and tariffs on foreign trade could have a negative impact on our recycling export business and could increase the cost of certain equipment and other materials used in our operations that we procure from outside the U.S., including certain equipment used to implement our sustainability growth strategy.

Additionally, the current U.S.

presidential administration has called for, and undertaken, substantial changes to foreign trade policy.

Significant restrictions and tariffs on foreign trade have a negative impact on our recycling export business, including decreasing paper mills’ demand for recycled corrugated cardboard used in packaging, which can constrict availability of counterparties and negatively impact commodity prices, and increase the cost of certain equipment and other materials used in our operations that we procure from outside the U.S., including certain equipment used to implement our sustainability growth strategy .

Prices and demand for recyclables fluctuate.

We have discussed our sustainability growth strategy that includes planned and ongoing investments in our recycling business to increase automation and reduce labor dependency.

We have discussed our sustainability growth strategy that includes significant investments in our recycling business to increase automation and reduce labor dependency.

Such investments are also targeted at addressing increases in regulatory- and customer-driven quality requirements for commodities.

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We mitigate some of the effects of price fluctuation through the contract terms pursuant to which we sell commodities, such as floor pricing.

Additionally,

future regulation, tariffs, international trade policies or other initiatives, including extended producer responsibility regulations, minimum recycled content laws, container deposit laws, or regulations addressing climate change or GHG emissions, may impact supply and demand of material, or increase operating costs, which could impact the profitability of our recycling operations.

Additionally, regulation, tariffs, international trade policies or other initiatives, including extended producer responsibility regulations, minimum recycled

content laws, container deposit laws, or regulations addressing climate change or GHG emissions, may impact supply and demand of material, or increase operating costs, which could impact the profitability of our recycling operations.

With a heightened awareness of the global problems caused by plastic waste in the environment, and actual or perceived risks for human health, many governments have passed ordinances banning certain types of plastics from sale or use.

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However, with no or limited viable end markets for many of these materials, we and other recyclers are working to educate and remind customers of the need for end market demand and economic viability to support the inclusion of certain materials in recycling programs.

We are also making investments in end markets to support the collection and processing of some of these materials.

With increased focus on responsible management of plastics, our procurement team has taken a proactive approach to help ensure environmental sustainability goals are prioritized in managing the products we buy.

Extended Producer Responsibility

Regulations establishing extended producer responsibility (“EPR”) are being considered or implemented in many places around the world, including in certain states in the U.S.

and provinces in Canada.

and provinces and territories in Canada.

EPR regulations are designed to place either partial or total responsibility on producers of consumer-packaged goods and other products to fund the post-use life cycle of the products and packaging they create.

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however, governments could take, and in some cases have taken, steps to implement EPR regulations for packaging, including traditional recyclables such as cardboard, bottles and cans.

If wide-ranging EPR regulations were adopted, or other recycling-related regulations like container deposit laws were widely adopted, they could significantly impact the waste, recycling and other streams we manage, including with respect to quality and volume, and how we operate our business, including contract terms and pricing.

If wide-ranging EPR regulations or other recycling-related regulations like container deposit laws are widely adopted, they could significantly impact the waste, recycling and other streams we manage, including with respect to quality and volume, how we operate our business, including contract terms and pricing, and the profitability of our recycling facilities.

At the same time, concerns regarding price and affordability have led some jurisdictions to scale back previously enacted EPR requirements, creating uncertainty for long-term planning.

Lawsuits have been filed in certain jurisdictions, contesting the constitutionality of certain programs, and the U.S.

Department of Justice has indicated that state EPR laws may be among those subject to constitutional review.

Deregulatory rulings or changes in program requirements in jurisdictions where we have adapted to meet customer demand may impact our operations, financial condition or result of operations.

EPR implementation also involves new operational requirements and information-sharing obligations that affect how recycling programs are managed.

Compliance with EPR laws often requires us to provide detailed operational data to state agencies, producer responsibility organizations and their consultants in connection with needs assessments and tracking of material recyclability.

This includes sharing information that is typically considered competitively sensitive.

Where feasible, we enter into non-disclosure agreements to safeguard such information.

Tax Legislation

The Inflation Reduction Act of 2022 (“IRA”) contains several tax-related provisions, including with respect to (i) alternative fuel tax credits;

(ii) tax incentives for investments in renewable energy production, carbon capture, and other climate actions and (iii) the overall measurement of corporate income taxes.

Given the complexity and uncertainty around the applicability of the legislation to our specific facts and circumstances, we continue to analyze the IRA provisions to identify and quantify potential opportunities and applicable benefits included in the legislation.

The provisions of the IRA related to alternative fuel tax credits secured approximately $60 million of annual pre-tax benefit (recorded as a reduction in our operating expense) from tax credits in 2023 and 2024.

The alternative fuel credit expired at the end of 2024 and will not provide any future benefit to the Company absent further legislative action.

With respect to the investment tax credit, we expect the cumulative benefit to be between $300 million and $400 million, a large portion of which is anticipated to be realized in 2024 through 2026.

The expected benefit from the investment tax credit for 2025 and 2026 is dependent on a number of estimates and assumptions, including the timing of project completion.

Finally, we expect that the production tax credit incentives for investments in renewable energy and carbon capture, as expanded by the IRA, will likely result in an incremental benefit to the Company, although at this time, the anticipated amount of such benefit has not been quantified due, in part, to the lack of regulatory guidance.

On July 4, 2025, President Trump signed the One Big Beautiful Bill Act (“OBBBA”) into law.

We have evaluated the business tax provisions in the legislation, none of which had a material impact on our effective tax rate.

However, we had a beneficial impact to cash taxes related to bonus depreciation.

The OBBBA also reaffirmed and extended various tax-related provisions included in the Inflation Reduction Act of 2022 (the “IRA”) of relevance to the company, including with respect to tax incentives for investments in renewable energy production, carbon capture and other climate actions.

Given the complexity and uncertainty around the administration’s implementation of certain tax credits, we continue to analyze this area to identify and quantify potential opportunities and applicable benefits included in the legislation.

We believe that the production tax credit incentives for investments in renewable energy and carbon capture, as reaffirmed and expanded by the OBBBA, may result in an incremental benefit to the Company, although at this time, the anticipated amount of such benefit has not been quantified due, in part, to the lack of regulatory guidance.

Investment in Natural Gas Vehicles and Infrastructure

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Natural gas fueling infrastructure is not yet broadly available in the U.S.

as a result, we have constructed

and operate natural gas fueling stations, some of which also serve the public or pre-approved third parties.

as a result, we have constructed and operate natural gas fueling stations, some of which also serve the public or pre-approved third parties.

There is increasing pressure to reduce the use of fossil fuel in the heavy-duty truck industry, and some regulatory bodies are pursuing requirements for using alternative engine technology, such as electric powered vehicles, rather than natural gas or diesel vehicles.

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For example, in April 2024, the EPA established new GHG emissions standards applicable to heavy-duty vehicles that rely on increased deployment of electric vehicles to meet declining emissions targets;

California is also at various stages of regulation that would require heavy-duty vehicle fleets to phase-in zero-emissions vehicles.

The extent to which states adopt standards similar to California’s into their own regulatory frameworks could accelerate the industry-wide adoption of electric powered vehicles.

however, the current administration has signaled its intent to withdraw these regulations.

California also has been active in pursuing policies promoting vehicle electrification, despite U.S.

Congressional and presidential administration efforts to push back on the state’s electrification agenda.

The full impact of these standards and regulations is uncertain, as several of the specific regulations are the subject of legal challenge and could impact our long-term vehicle fleet strategies.

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Additionally, the investments we have made in an industry-leading natural gas fleet and infrastructure could be impaired.

Tax incentives and grants that advance the adoption of zero-emissions vehicles and lead to a shift away from natural gas trucks and RNG infrastructure would likely also negatively impact our investments in landfill gas-to-energy facilities.

WM Renewable Energy

In recent years, we have discussed our sustainability growth strategy that includes significant planned and ongoing investments in our WM Renewable Energy segment.

Renewable Energy

In recent years, we have discussed our sustainability growth strategy that includes significant planned and ongoing investments in our Renewable Energy segment.

We have invested, and continue to invest, in facilities to capture methane produced from the Company’s landfills and process it into RNG and electricity.

RNG produced from our landfills constitutes a significant source of fuel allocated to our natural gas collection vehicles.

The primary drivers of renewable fuel development at our landfills are tax policies, such as the federal tax credits for RNG production and renewable electricity generation under the IRA, and federal and state incentive programs, such as the federal Renewable Fuel Standard (“RFS”) program, California Low Carbon Fuel Standard and similar state programs that promote the production and use of renewable transportation fuels.

At the federal level, oil refiners and importers are required through the RFS program to blend specified volumes of various categories of renewable transportation fuels with gasoline or buy credits, referred to as Renewable Identification Numbers (“RINs”), from renewable fuel producers.

The primary drivers of renewable fuel development at our landfills are tax policies, such as federal tax credits for investments in RNG production under the IRA and OBBBA, and federal and state incentive programs, such as the federal RFS program, California Low Carbon Fuel Standard and similar state programs that promote the production and use of renewable transportation fuels.

Many of our facilities are EPA-registered producers of transportation fuel making compressed and liquefied RNG from landfill biogas, which qualifies as a cellulosic biofuel under the RFS program.

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RINs prices generally respond to regulations enacted by the EPA, as well as fluctuations in supply and demand.

The value of the RINs is set through a market established by the RFS program, which market has historically been very volatile.

The value of the RINs is set through a market established by the RFS program, which market has historically been volatile.

Prior to 2022, the EPA had promulgated rules on an annual basis establishing refiners’ obligations to purchase RNG and other cellulosic biofuels under the RFS program, which introduced a level of uncertainty into the renewable fuels and RINs market.

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The rule reflected the outsized role of biogas under the program, delivered on many reforms that benefit the solid waste sector, and recognized the continued growth of the market for RNG in vehicle applications.

However, we cannot be certain that these changes, or the outcome of pending litigation challenging various aspects of the rule, will ultimately reduce volatility in the RINs market or that future rulemakings will be similarly favorable to our business.

presidential administration could seek to reduce existing renewable fuel targets in a new rulemaking or otherwise set reduced targets for renewable fuels under the RFS program in future rulemakings.

Moreover, consistent with its prior approach, the new administration may also increase the frequency with which it grants

small refinery exemptions from RFS program requirements.

While we cannot predict what actions the new administration may take with respect to the RFS program, any changes to existing or future renewable fuel targets or more frequent approval of requests for small refinery exemptions could have a significant negative impact on demand for renewable fuels and the value of RINs.

The current U.S.

presidential administration, meanwhile, revisited and retroactively lowered the 2024 blending volumes, has proposed to revisit and lower the 2025 standards, has proposed low volumes for compliance years

2026 and 2027 and departed from the previous administration in granting small refinery exemptions from RFS program requirements.

We do not yet know how these changes may impact the demand for renewable fuels and the value of RINs.

In an effort to mitigate against such risk and stabilize our RNG portfolio, we are pursuing long-term RNG sales transactions in the voluntary market.

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Clean fuel standard programs, originally developed in California and subsequently adopted in Oregon, Washington, and New Mexico, establish annual carbon intensity benchmarks for transportation fuels that decrease over time.

A similar program has been adopted in Canada under the Clean Fuel Regulations.

These programs operate similar to the RFS program in that certain regulated parties purchase credits from fuel producers, including RNG producers, to meet their carbon intensity obligations.

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However, these state and voluntary programs may be altered, paused, or otherwise revoked by the applicable governmental authorities or as result of legal challenges.

Environmental Justice

Governments are increasingly adopting requirements for environmental justice reviews as part of certain permitting decisions.

These policies generally require permitting agencies to give heightened attention to the potential for projects to disproportionately impact low-income and minority communities.

To that end, regulatory agencies have developed a number of screening tools, such as the EPA’s EJScreen, to aid and support relevant regulatory bodies in implementing various programs, such as permitting.

Environmental justice considerations are also being increasingly adopted beyond permitting actions;

Community Engagement – Environmental Justice

Certain governmental bodies are in various stages of adopting or considering the adoption of requirements for environmental justice reviews as part of certain permitting decisions.

These policies generally require permitting agencies to give heightened attention to a project’s potential to disproportionately impact low-income and minority communities and to proactively plan for community engagement.

Environmental justice and community consultation considerations are also being increasingly adopted beyond permitting actions;

for example, in rulemaking and enforcement priorities.

In August 2023, the EPA announced that it would integrate environmental justice into each of its National Enforcement and Compliance Initiatives, and, in November 2023, the agency published a draft update to its Technical Guidance for Assessing Environmental Justice in Regulatory Analysis, which aims to provide agency analysts with the approaches and methods to use in evaluating environmental justice concerns in regulatory actions.

Our Company supports policies seeking to advance high standards of environmental performance and the fair treatment of people of all races, cultures, and incomes, and we continue to proactively engage with local communities.

We are actively monitoring recent regulatory developments in this area, particularly with respect to permitting, as additional conditions imposed on permitting decisions could increase the time and cost involved to pursue and maintain necessary authorizations.

We are actively monitoring regulatory developments in this area, particularly with respect to permitting, as additional conditions imposed on permitting decisions could increase the time and cost involved to pursue and maintain necessary authorizations.

Privacy and Information Security Regulation

and international laws and regulations related to data privacy, the protection of confidential information and secure information destruction services apply to our business.

Applicable laws require businesses to provide notice under certain circumstances to individuals whose personal information has been disclosed in a data breach.

Applicable laws require businesses to provide notice under certain circumstances to individuals and/or regulators where personal information has been disclosed in a data breach.

Regulatory enforcement action concerning privacy and security is generally increasing, including significant fines imposed by regulators.

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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