MASTEC INC

Previous wording

As disclosed within our “Risk Factors” in our 2025 Form 10-K, we are subject to risks related to, among other factors, tariffs and trade actions and geopolitical events that may affect macroeconomic conditions, supply chains, costs and customer demand. Recent geopolitical tensions, most notably conflicts in the Middle East, have contributed to increased volatility and uncertainty in the energy and capital markets, including higher fuel prices used to operate our fleet of vehicles, machinery and equipment, and such volatility could persist if these events are prolonged or escalate. At the same time, a heightened focus on domestic energy security and independence may incentivize oil and gas development and increase demand for renewable alternatives. During 2025 and continuing into 2026, the U.S. government announced or imposed a variety of tariff or other trade actions, prompting retaliatory measures by many countries, including tariffs on U.S. exports and restrictions on certain foreign exports. On February 20, 2026, the U.S. Supreme Court invalidated tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”). Following this decision, the U.S. presidential administration announced its intention to invoke other laws to impose tariffs and announced new tariffs on all countries, in addition to existing non-IEEPA tariffs. Further, on April 2, 2026, the administration issued a Presidential Proclamation under Section 232 of the Trade Expansion Act of 1962 modifying and strengthening existing tariff regimes on aluminum, steel, and copper imports. Collectively, these trade actions have increased the cost of importing certain construction materials into the U.S., including steel, concrete, copper and solar panels, and have contributed to disruption, uncertainty, and volatility in international trade and supply chains. Significant uncertainty remains regarding the status of existing and newly announced tariffs, potential changes or pauses to such tariffs, tariff levels, and whether further additional tariffs or other retaliatory actions may be imposed, modified, or suspended.

Current wording

During 2025 and continuing into 2026, the U.S. government announced or imposed a variety of tariff or other trade actions, prompting retaliatory measures by many countries, including tariffs on U.S. exports and restrictions on certain foreign exports. These actions, including modifications to tariff regimes affecting steel, aluminum, copper, and other imported materials, have increased the cost of importing certain construction materials into the U.S. and have contributed to disruption, uncertainty, and volatility in international trade and supply chains. Significant uncertainty remains regarding the status of existing and newly announced tariffs, potential changes or pauses to such tariffs, tariff levels, and whether further additional tariffs or other retaliatory actions may be imposed, modified, or suspended. We continue to monitor these developments and to evaluate potential impacts and mitigating strategies that we or our customers may implement; however, although these trade actions and ongoing geopolitical events have not had a material impact on our results of operations to date, the related uncertainty and potential changes in trade policy or geopolitical conditions could affect our customers’ capital spending plans, supply chains and operating costs, which could, in turn, adversely affect demand for our services in future periods.

Previous wording

We are a leading North American infrastructure engineering and construction company focused primarily on engineering, building, installation, maintenance and upgrade of communications, energy and utility and other infrastructure, such as: wireless, wireline/fiber; power delivery infrastructure, including transmission, distribution, grid hardening and modernization, environmental planning and compliance; power generation infrastructure, primarily from clean energy and renewable sources; pipeline infrastructure, including for natural gas, water and carbon capture sequestration pipelines and pipeline integrity services; heavy civil and industrial infrastructure, including the construction and maintenance of buildings, roads, bridges, rail, water/sewer systems and other civil infrastructure, including data center infrastructure; and environmental remediation services. Our customers are primarily in these industries. Including our predecessor companies, we have been in business for over 95 years. As of March 31, 2026, we had approximately 37,000 employees and 790 locations. Weoffer our services under the MasTec®and other service marks and we are ranked among the top five contractors within Engineering News-Record’s Top 400 Contractors.

Current wording

We are a leading North American infrastructure engineering and construction company focused primarily on engineering, building, installation, maintenance and upgrade of communications, energy and utility and other infrastructure, such as: wireless, wireline/fiber; power delivery infrastructure, including transmission, distribution, grid hardening and modernization, environmental planning and compliance; power generation infrastructure, primarily from clean energy and renewable sources; pipeline infrastructure, including for natural gas, water and carbon capture sequestration pipelines and pipeline integrity services; heavy civil and industrial infrastructure, including the construction and maintenance of buildings, roads, bridges, rail, water/sewer systems and other civil infrastructure, including data center infrastructure; and environmental remediation services. Our customers are primarily in these industries. Including our predecessor companies, we have been in business for over 95 years. As of June 30, 2026, we had approximately 37,000 employees and 780 locations. Weoffer our services under the MasTec®and other service marks and we have been consistently ranked among the top specialty contractors within Engineering News-Record’s Top 400 Contractors.

Previous wording

Estimated backlog represents the amount of revenue we expect to realize over the next 18 months from future work on uncompleted construction contracts, including new contracts under which work has not begun, as well as revenue from change orders and renewal options. Our estimated backlog also includes amounts under master service and other service agreements and our proportionate share of estimated revenue from proportionately consolidated non-controlled contractual joint ventures. Estimated backlog for work under master service and other service agreements is determined based on historical trends, anticipated seasonal impacts, experience from similar projects and estimates of customer demand based on communications with our customers. Based on current expectations of our customers’ requirements, we anticipate that we will realize approximately 58% of our estimated March 31, 2026 backlog in 2026. The following table presents 18-month estimated backlog by reportable segment as of the dates indicated:

Current wording

Estimated backlog represents the amount of revenue we expect to realize over the next 18 months from future work on uncompleted construction contracts, including new contracts under which work has not begun, as well as revenue from change orders and renewal options. Our estimated backlog also includes amounts under master service and other service agreements and our proportionate share of estimated revenue from proportionately consolidated non-controlled contractual joint ventures. Estimated backlog for work under master service and other service agreements is determined based on historical trends, anticipated seasonal impacts, experience from similar projects and estimates of customer demand based on communications with our customers. Based on current expectations of our customers’ requirements, we anticipate that we will realize approximately 40% of our estimated June 30, 2026 backlog in 2026. The following table presents 18-month estimated backlog by reportable segment as of the dates indicated:

Previous wording

As of March 31, 2026, 44% of our backlog is estimated to be attributable to amounts under master service or other service agreements, pursuant to which our customers are not contractually committed to purchase a minimum amount of services. Most of these agreements can be canceled on short or no advance notice. Timing of revenue for construction and installation projects included in our backlog can be subject to change as a result of customer, regulatory or other delays or cancellations, including from factors relative to “General Economic, Market and Regulatory Conditions” mentioned above. These effects, among others, could cause estimated revenue to be realized in periods later than originally expected, or not at all. We occasionally experience postponements, cancellations and reductions in expected future work due to these effects and/or other factors. There can be no assurance as to our customers’ requirements or that actual results will be consistent with the estimates included in our forecasts. As a result, our backlog as of any particular date is an uncertain indicator of future revenue and earnings.

Current wording

As of June 30, 2026, 40% of our backlog is estimated to be attributable to amounts under master service or other service agreements, pursuant to which our customers are not contractually committed to purchase a minimum amount of services. Most of these agreements can be canceled on short or no advance notice. Timing of revenue for construction and installation projects included in our backlog can be subject to change as a result of customer, regulatory or other delays or cancellations, including from factors relative to “General Economic, Market and Regulatory Conditions” mentioned above. These effects, among others, could cause estimated revenue to be realized in periods later than originally expected, or not at all. We occasionally experience postponements, cancellations and reductions in expected future work due to these effects and/or other factors. There can be no assurance as to our customers’ requirements or that actual results will be consistent with the estimates included in our forecasts. As a result, our backlog as of any particular date is an uncertain indicator of future revenue and earnings.

Previous wording

Backlog is a common measurement used in our industry. Our methodology for determining backlog may not, however, be comparable to the methodologies used by others. Backlog differs from the amount of our remaining performance obligations, which are described in Note 1 – Business, Basis of Presentation and Significant Accounting Policies in the notes to the consolidated financial statements, which is incorporated by reference. As of March 31, 2026, total 18-month backlog differed from the amount of our remaining performance obligations due primarily to the inclusion of $8.4 billion of estimated future revenue under master service and other service agreements within our backlog estimates, as described above, and the exclusion of approximately $4.3 billion of remaining performance obligations and estimated future revenue under master service and other service agreements in excess of 18 months, which amount is not included in the backlog estimates above. Backlog expected to be realized in 2026 differs from the amount of remaining performance obligations expected to be recognized for the same period due primarily to the inclusion of approximately $3.1 billion of estimated future revenue under master service and other service agreements included within our backlog estimate, which is not included within our remaining performance obligations for the same period.

Current wording

Backlog is a common measurement used in our industry. Our methodology for determining backlog may not, however, be comparable to the methodologies used by others. Backlog differs from the amount of our remaining performance obligations, which are described in Note 1 – Business, Basis of Presentation and Significant Accounting Policies in the notes to the consolidated financial statements, which is incorporated by reference. As of June 30, 2026, total 18-month backlog differed from the amount of our remaining performance obligations due primarily to the inclusion of $8.4 billion of estimated future revenue under master service and other service agreements within our backlog estimates, as described above, and the exclusion of approximately $3.2 billion of remaining performance obligations and estimated future revenue under master service and other service agreements in excess of 18 months, which amount is not included in the backlog estimates above. Backlog expected to be realized in

Previous wording

This discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of our consolidated financial statements requires the use of estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. A summary of our critical accounting estimates is included in the Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our 2025 Form 10-K. We are required to make estimates and judgments in the preparation of our financial statements that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures. We continually review these estimates and their underlying assumptions to ensure they are appropriate for the circumstances. Changes in the estimates and assumptions we use could have a material impact on our financial results. During the three months ended March 31, 2026, there were no material changes in our critical accounting estimates or policies previously disclosed in our 2025 Form 10-K.

Current wording

This discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of our consolidated financial statements requires the use of estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. A summary of our critical accounting estimates is included in the Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our 2025 Form 10-K. We are required to make estimates and judgments in the preparation of our financial statements that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures. We continually review these estimates and their underlying assumptions to ensure they are appropriate for the circumstances. Changes in the estimates and assumptions we use could have a material impact on our financial results. During the six months ended June 30, 2026, there were no material changes in our critical accounting estimates or policies previously disclosed in our 2025 Form 10-K.

Previous wording

Revenue. On a consolidated basis, revenue increased by $981 million, or 34%, driven by our segment results as follows: revenue increased in our Clean Energy and Infrastructure segment by approximately $414 million, or 45%, in our Pipeline Infrastructure segment by approximately $326 million, or 91%, in our Power Delivery segment by approximately $146 million, or 16%, and in our Communications segment by approximately $121 million, or 18%. Acquisitions contributed $169 million of increased revenue for the three months ended March 31, 2026, whereas organic revenue increased by approximately $813 million, or 29%, as compared with the same period in 2025. See below for details of revenue by segment.

Current wording

Revenue. On a consolidated basis, revenue increased by $829 million, or 23%, driven by our segment results. See Analysis of Revenue and EBITDA by Segment for further details. Organic revenue increased by approximately $634 million, or 18%, as compared with the same period in 2025, and acquisitions contributed $195 million of revenue for the three months ended June 30, 2026.

Previous wording

Costs of revenue, excluding depreciation and amortization. Higher levels of revenue contributed an increase of $874 million in costs of revenue, excluding depreciation and amortization, and improved productivity contributed a decrease of approximately $60 million. Costs of revenue, excluding depreciation and amortization, as a percentage of revenue, decreased by approximately 160 basis points to 87.5% of revenue for the three months ended March 31, 2026 from 89.1% of revenue for the same period in 2025. The basis point decrease was due to a combination of project mix and improved project efficiencies, primarily within our Pipeline Infrastructure segment.

Current wording

Costs of revenue, excluding depreciation and amortization. Higher levels of revenue contributed an increase of $727 million in costs of revenue, excluding depreciation and amortization, and improved productivity contributed a decrease of approximately $19 million. Costs of revenue, excluding depreciation and amortization, as a percentage of revenue, decreased by approximately 40 basis points to 87.3% of revenue for the three months ended June 30, 2026 from 87.7% of revenue for the same period in 2025. The basis point decrease was due to a combination of project mix and improved project efficiencies, primarily within our Pipeline Infrastructure segment.

Previous wording

General and administrative expenses. Acquisitions contributed $6 million of general and administrative expenses for the three months ended March 31, 2026. Organic general and administrative expenses also increased by approximately $42 million, or 25%, as compared with the same period in 2025, primarily due to an increase in compensation expense, including stock-based compensation and insurance to support business growth, a $10 million increase from changes in the fair value of contingent consideration payable to former owners of an acquired business, approximately $1 million of an increase from changes to estimated Earn-out accruals, and a decrease in net gains on asset sales. Overall, general and administrative expenses decreased by approximately 20 basis points as a percentage of revenue for the three months ended March 31, 2026 as compared with the same period in 2025 due, in part, to higher levels of revenue.

Current wording

General and administrative expenses. Organic general and administrative expenses increased by approximately $20 million, or 12%, primarily due to an increase in compensation expense, including stock-based compensation and insurance to support business growth, an approximately $2 million increase from changes in the fair value of contingent consideration payable to former owners of an acquired business, and approximately $9 million of an increase from changes to estimated Earn-out accruals, offset, in part, by an increase in net gains on asset sales, and reductions in the effects of timing of ordinary course legal matters. Acquisitions contributed an additional $11 million of general and administrative expenses for the three months ended June 30, 2026. Overall, general and administrative expenses decreased by approximately 20 basis points as a percentage of revenue for the three months ended June 30, 2026 as compared with the same period in 2025 due, in part, to higher levels of revenue.

Previous wording

Interest expense, net. The increase in interest expense, net, resulted primarily from higher average balances on our variable rate debt, which accounted for an increase in interest expense of approximately $4 million.

Current wording

Interest expense, net. The increase in interest expense, net, resulted primarily from higher average balances on our variable rate debt, which accounted for an increase in interest expense of approximately $3 million.

Previous wording

(Provision for) benefit from income taxes. For the three months ended March 31, 2026, our effective tax rate was 23.8% as compared with (37.8)% for the same period in 2025. Our effective tax rate for the three months ended March 31, 2026 included income tax benefits primarily due to the vesting of share-based payment awards, offset, in part, by the effects of a higher state income tax rate, whereas for the three months ended March 31, 2025, our effective tax rate included an income tax benefit primarily due to the reversal of uncertain tax position liabilities related to a state audit, offset, in part, by pre-tax income.

Current wording

Provision for income taxes. For the three months ended June 30, 2026, our effective tax rate was 24.8% as compared with 25.4% for the same period in 2025. Our effective tax rate for the three months ended June 30, 2026 included income tax benefits primarily due to the vesting of share-based payment awards, offset, in part, by the effects of a higher state income tax rate, whereas for the three months ended June 30, 2025, our effective tax rate included an income tax benefit primarily due to the reversal of uncertain tax position liabilities related to a state audit, offset, in part, by pre-tax income.

Previous wording

Net income attributable to non-controlling interests. Net income attributable to non-controlling interests was $9 million for the three months ended March 31, 2026, as compared with $2 million for the same period in 2025. The increase was primarily attributable to the increase in activity of certain entities within the Pipeline Infrastructure segment with minority interest holders.

Current wording

Net income attributable to non-controlling interests. Net income attributable to non-controlling interests was $16 million for the three months ended June 30, 2026, as compared with $4 million for the same period in 2025. The increase was primarily attributable to the increase in activity of certain entities within the Pipeline Infrastructure segment with minority interest holders.

Previous wording

Depreciation. As a percentage of revenue, depreciation decreased by approximately 50 basis points, due primarily to higher levels of revenue.

Current wording

Depreciation. Organic depreciation expense increased by approximately $18 million, or 12%, driven primarily by higher capital expenditures to support operational growth and the replacement of older machinery and equipment. Acquisitions contributed approximately $5 million of depreciation expense for the six months ended June 30, 2026. As a percentage of revenue, depreciation decreased by approximately 20 basis points, due primarily to higher levels of revenue.

Previous wording

Amortization of intangible assets. Acquisitions contributed approximately $9 million of amortization for the three months ended March 31, 2026, and organic amortization decreased by approximately $3 million, or 9%, due primarily to timing of amortization of intangible assets. As a percentage of revenue, amortization of intangible assets decreased by approximately 10 basis points as compared with the same period in 2025 due, in part, to higher levels of revenue.

Current wording

Amortization of intangible assets. Amortization expense increased for the six months ended June 30, 2026, by approximately $18 million of additional expense associated with acquisitions, offset, in part, by a decrease of approximately $7 million due to a combination of the effects of timing of amortization for certain assets and the completion of amortization for certain intangible assets associated with prior year acquisitions. As a percentage of revenue, amortization of intangible assets decreased by approximately 10 basis points as compared with the same period in 2025 due, in part, to higher levels of revenue.

Previous wording

Equity in losses (earnings) of unconsolidated affiliates, net. For the three months ended March 31, 2026, losses from unconsolidated affiliates, net, totaled approximately $4 million, related primarily to an other-than-temporary impairment of $7.9 million on an equity method investment, partially offset by earnings from our investment in the Waha JVs. For the three months ended March 31, 2025, equity in earnings from unconsolidated affiliates, net, totaled approximately $10 million, and related primarily to our investment in the Waha JVs.

Current wording

Equity in earnings of unconsolidated affiliates, net. For the six months ended June 30, 2026 and 2025, earnings from unconsolidated affiliates, net, totaled approximately $7 million and $17 million, respectively, related primarily to our investment in the Waha JVs. The decrease was driven primarily by an other-than-temporary impairment of $8 million on a separate equity method investment.

Previous wording

Other expense (income), net. For the three months ended March 31, 2026, other expense, net, consisted primarily of approximately $7 million of certain exit costs and other charges, offset, in part, by a gain on the sale of our 15% equity interest in CCI and other miscellaneous income. For the three month period ended March 31, 2025, other income, net, consisted primarily of approximately $2 million of other miscellaneous income, net.

Current wording

Other income, net. For the six months ended June 30, 2026, other income, net, consisted primarily of a gain on the sale of our 15% equity interest in CCI and other miscellaneous income, offset, in part, by approximately $7 million of certain exit costs and other charges.

Previous wording

EBITDA. As a percentage of revenue, EBITDA increased by approximately 120 basis points, or $12 million, primarily due to the non-recurrence in the current period of reduced efficiencies at certain project sites in the prior year period. Higher levels of revenue resulted in an increase in EBITDA of approximately $8 million.

Current wording

EBITDA. As a percentage of revenue, EBITDA increased by approximately 30 basis points, or $4 million, primarily due to the non-recurrence in the current period of reduced efficiencies at certain project sites in the prior year period. Higher levels of revenue resulted in an increase in EBITDA of approximately $17 million.

Previous wording

EBITDA. As a percentage of revenue, EBITDA increased by approximately 870 basis points, or $60 million, due primarily to improved efficiencies, as well as the effects of project mix. Higher levels of revenue contributed an increase in EBITDA of approximately $41 million.

Current wording

EBITDA. As a percentage of revenue, EBITDA increased by approximately 690 basis points, or $45 million, due primarily to improved efficiencies, as well as the effects of project mix. Higher levels of revenue contributed an increase in EBITDA of approximately $12 million.

Previous wording

EBITDA. For the three months ended March 31, 2026, Corporate EBITDA included approximately $2 million of expense, net, from changes to estimated Earn-out accruals and approximately $9 million of expense, net, from the changes in the fair value of contingent consideration payable to former owners of an acquired business. For the three months ended March 31, 2025, Corporate EBITDA included approximately $1 million of expense, net, from changes to estimated Earn-out accruals and approximately $1 million of income, net, from the changes in the fair value of contingent consideration payable to former owners of an acquired business. Corporate expenses for the three months ended March 31, 2026 not related to the above-described items increased by approximately $18 million as compared with the same period in 2025, due primarily to increases in insurance, compensation, including stock-based compensation, and the effects of timing of ordinary course legal and other settlement matters.

Current wording

EBITDA. For the three months ended June 30, 2026, Corporate EBITDA included approximately $4 million of expense, net, from changes to estimated Earn-out accruals and approximately $4 million of expense, net, from changes in the fair value of contingent consideration to former owners of an acquired business. For the three months ended June 30, 2025, Corporate EBITDA included approximately $5 million of income, net, from changes to estimated Earn-out accruals and approximately $3 million of expense, net, from the changes in the fair value of contingent consideration payable to former owners of an acquired business. Corporate expenses for the three months ended June 30, 2026 not related to the above-described items increased by approximately $9 million as compared with the same period in 2025, due primarily to increases in insurance, compensation, including stock-based compensation, and the effects of timing of ordinary course legal and other settlement matters.

Previous wording

(a) For three months ended March 31, 2026 the Other segment EBITDA included approximately $8 million of an other-than-temporary impairment related to an equity method investment.

Current wording

(b)For the six months ended June 30, 2026, the Other segment EBITDA included approximately $8 million of an other-than-temporary impairment related to an equity method investment.

Previous wording

Revenue. The increase in revenue was driven primarily by organic growth resulting from higher levels of wireless and wireline project activity.

Current wording

Revenue. The increase in revenue was driven primarily by organic growth resulting from higher levels of wireline project activity and, to a lesser extent, by higher install-to-the-home project volumes.

Previous wording

EBITDA. As a percentage of revenue, EBITDA decreased by approximately 100 basis points, or $8 million, primarily due to costs to exit certain markets in our install-to-the-home business. Higher levels of revenue resulted in an increase in EBITDA of approximately $8 million.

Current wording

EBITDA. As a percentage of revenue, EBITDA decreased by approximately 140 basis points, or $24 million, primarily due to costs to exit certain markets in our install-to-the-home business, as well as the effects of certain project close-outs and project execution mix associated with higher levels of wireline project activity. Higher levels of revenue resulted in an increase in EBITDA of approximately $15 million.

Previous wording

Revenue. Acquisitions contributed $125 million of revenue for the three months ended March 31, 2026, and organic revenue increased by approximately $289 million, or 32%, as compared with the same period in 2025. The increase in organic revenue was due primarily to higher levels of project activity and mix, primarily in renewable and general building projects, including data-center related project activity.

Current wording

Revenue. The increase in revenue was due primarily to higher levels of project activity and mix, particularly in renewable and general building projects, including data-center related project activity. Organic revenue growth contributed approximately $642 million, or 31%, of the increase as compared with the same period in 2025, while acquisitions contributed $262 million of revenue.

Previous wording

EBITDA. As a percentage of revenue, EBITDA increased by approximately 50 basis points, or $6 million, due to a combination of project mix, improved productivity and efficiencies, primarily from certain renewable and general building project work. Higher levels of revenue resulted in an increase in EBITDA of approximately $26 million.

Current wording

EBITDA. As a percentage of revenue, EBITDA increased by approximately 50 basis points, or $15 million, due to a combination of project mix, improved productivity and efficiencies, primarily from certain infrastructure project work, including contributions from certain acquired entities. Higher levels of revenue resulted in an increase in EBITDA of approximately $62 million.

Previous wording

Revenue. The increase in revenue was due primarily to higher levels of project activity, including timing-related increases in transmission and distribution-related project work, offset, in part, by a decrease in substation-related project activity.

Current wording

Revenue. The increase in revenue was due primarily to higher levels of project activity, including timing-related increases in transmission and distribution-related project work, as well as high levels of certain data-center related project work, offset, in part, by a decrease in substation-related project activity.

Previous wording

EBITDA. The EBITDA loss from Other businesses relates primarily to an other-than-temporary impairment related to an equity method investment and other related charges, offset, in part, by equity in earnings from our investments in the Waha JVs.

Current wording

EBITDA. The EBITDA from Other businesses relates primarily to equity in earnings from our investments in the Waha JVs, and, to a lesser extent, income from other businesses and investments, offset, in part, by an other-than-temporary impairment related to an equity method investment.

Previous wording

Non-cash stock-based compensation expense can be subject to volatility from changes in the market price per share of our common stock or variations in the value and number of shares granted. We also exclude intangible asset amortization and the effects of changes in fair value of acquisition-related contingent items from our non-U.S. GAAP financial measures due to their non-operational nature and inherent volatility, as activity, including from acquisitions, varies from period to period. Note that while intangible asset amortization related to the assets of acquired entities is excluded from our non-U.S. GAAP financial measures, the revenue and all other expenses of the acquired entities are included within our non-U.S. GAAP financial measures, unless otherwise stated. Acquisition-related contingent items consist of (i) changes in fair value of acquisition-related contingent consideration, which is composed of earn-outs, that are contingent upon the achievement of reaching certain post-acquisition levels of earnings and (ii) changes in fair value of additional payments in connection with the 2021 acquisition of Henkels & McCoy Holdings, Inc. based on the fluctuation of our share price and are contingent upon the post-acquisition collections of certain receivables. Additionally, we exclude impairments of equity method investments, as these charges do not reflect the ordinary course of the Company’s business and are not incurred on a predictable basis. We believe that this presentation is common practice within our industry and improves comparability of our results with those of our peers.

Current wording

Non-cash stock-based compensation expense can be subject to volatility from changes in the market price per share of our common stock or variations in the value and number of shares granted. We also exclude intangible asset amortization and the effects of changes in fair value of acquisition-related contingent items from our non-U.S. GAAP financial measures due to their non-operational nature and inherent volatility, as activity, including from acquisitions, varies from period to period. Note that while intangible asset amortization related to the assets of acquired entities is excluded from our non-U.S. GAAP financial measures, the revenue and all other expenses of the acquired entities are included within our non-U.S. GAAP financial measures, unless otherwise stated. Acquisition-related contingent items consist of (i) changes in fair value of acquisition-related contingent consideration, which is composed of earn-outs, that are contingent upon the achievement of reaching certain post-acquisition levels of earnings and (ii) changes in fair value of additional payments in connection with the 2021 acquisition of Henkels & McCoy Holdings, Inc. based on the fluctuation of our share price and contingent upon the post-acquisition collections of certain receivables, and which were fully settled during the second quarter of 2026. Additionally, we exclude impairments of equity method investments, as these charges do not reflect the ordinary course of the Company’s business and are not incurred on a predictable basis. We believe that this presentation is common practice within our industry and improves comparability of our results with those of our peers.

Previous wording

(a) Non-cash stock-based compensation expense and changes in fair value of acquisition-related contingent items are included within Corporate, while the impairments of equity method investments are included within the Other segment EBITDA.

Current wording

(a) Non-cash stock-based compensation expense and changes in fair value of acquisition-related contingent items are included within Corporate, while impairments of equity method investments are included within the Other segment EBITDA.

Previous wording

(a) Represents the tax effects of the adjusted items that are subject to tax, including the tax effects of non-cash stock-based compensation expense, including from share-based payment awards. Tax effects are determined based on the tax treatment of the related item, the incremental statutory tax rate of the jurisdictions pertaining to the adjustment, and their effects on pre-tax income. For the three months ended March 31, 2026 and 2025, our consolidated tax amounts were an expense and a benefit, with effective tax rates, as reported, of 23.8% and (37.8)%, respectively, and as adjusted, were expenses, with effective tax rates of 24.8% and 12.4%, respectively. See Note 11 – Income Taxes in the notes to the consolidated financial statements, which is incorporated by reference, for additional information regarding our consolidated tax amounts and effective tax rates for the respective periods.

Current wording

(a)Represents the tax effects of the adjusted items that are subject to tax, including the tax effects of non-cash stock-based compensation expense, including from share-based payment awards. Tax effects are determined based on the tax treatment of the related item, the incremental statutory tax rate of the jurisdictions pertaining to the adjustment, and their effects on pre-tax income. For the three months ended June 30, 2026 and 2025, our consolidated tax amounts were expenses, with effective tax rates, as reported, of 24.8% and 25.4%, respectively, and as adjusted, were expenses, with effective tax rates of 24.0% and 24.6%, respectively. For the six months June 30, 2026 and 2025, our consolidated tax amounts were expenses, with effective tax rates, as reported, of 24.5% and 21.0%, respectively, and as adjusted, were expenses, with effective tax rates of 24.3% and 21.8%, respectively. See Note 11 – Income Taxes in the notes to the consolidated financial statements, which is incorporated by reference, for additional information regarding our consolidated tax amounts and effective tax rates for the respective periods.

Previous wording

Capital Expenditures. For the three months ended March 31, 2026, we spent approximately $97 million on capital expenditures, or $87 million, net of asset disposals, and incurred approximately $59 million of equipment purchases under finance leases and other financing arrangements. We estimate that we will spend approximately $290 million on capital expenditures, or approximately $220 million, net of asset disposals, in 2026, and we expect to incur approximately $260 million of equipment purchases under finance leases and other financing arrangements. Actual capital expenditures may increase or decrease in the future depending upon business activity levels, as well as ongoing assessments of equipment lease and other financing arrangements versus purchase decisions based on management’s evaluation of short and long-term equipment requirements.

Current wording

Capital Expenditures. For the six months ended June 30, 2026, we spent approximately $188 million on capital expenditures, or $168 million, net of asset disposals, and incurred approximately $126 million of equipment purchases under finance leases and other financing arrangements. We estimate that we will spend approximately $290 million on capital expenditures, or approximately $220 million, net of asset disposals, in 2026, and we expect to incur approximately $285 million of equipment purchases under finance leases and other financing arrangements. Actual capital expenditures may increase or decrease in the future depending upon business activity levels, as well as ongoing assessments of equipment lease and other financing arrangements versus purchase decisions based on management’s evaluation of short and long-term equipment requirements.

Previous wording

Acquisitions and Earn-Out Liabilities. We typically utilize cash for business acquisitions and other strategic arrangements, and for the three months ended March 31, 2026, we used $267 million, net of cash acquired for this purpose. In addition, in most of our acquisitions, we have agreed to make future payments to the sellers that are contingent upon the future earnings performance of the acquired businesses, which we also refer to as “Earn-out” payments. From time to time, our acquisitions may contain certain additional payments if specified conditions are met. Earn-out payments may be paid in cash or, under specific circumstances, MasTec common stock, or a combination thereof, generally at our option. The estimated total value of future Earn-out liabilities as of March 31, 2026 was approximately $74 million. Of this amount, approximately $23 million represents the liability for earned amounts. The remainder is management’s estimate of Earn-out liabilities that are contingent upon future performance. For the three months ended March 31, 2026, we made no payments related to our Earn-out liabilities, and for the three months ended March 31, 2025, payments totaled $0.5 million.

Current wording

Acquisitions and Earn-Out Liabilities. We typically utilize cash for business acquisitions and other strategic arrangements, and for the six months ended June 30, 2026, we used $267 million, net of cash acquired for this purpose. In addition, in most of our acquisitions, we have agreed to make future payments to the sellers that are contingent upon the future earnings performance of the acquired businesses, which we also refer to as “Earn-out” payments. From time to time, our acquisitions may contain certain additional payments if specified conditions are met. Earn-out payments may be paid in cash or, under specific circumstances, MasTec common stock, or a combination thereof, generally at our option. The estimated total value of future Earn-out liabilities as of June 30, 2026 was approximately $57 million. Of this amount, approximately $9 million represents the liability for earned amounts. The remainder is management’s estimate of Earn-out liabilities that are contingent upon future performance. For the six months ended June 30, 2026 and 2025, payments related to our Earn-out liabilities totaled $21 million and $19 million, respectively.

Previous wording

Income Taxes. For the three months ended March 31, 2026 and 2025, tax refunds, net of tax payments, totaled approximately $16 million and $2 million, respectively. Our tax payments vary with changes in taxable income and earnings based on estimates of full year taxable income activity and estimated tax rates.

Current wording

Income Taxes. For the six months ended June 30, 2026, tax refunds, net of tax payments, totaled approximately $12 million and for the six months ended June 30, 2025, tax payments, net of tax refunds, totaled approximately $34 million. Our tax payments vary with changes in taxable income and earnings based on estimates of full year taxable income activity and estimated tax rates.

Previous wording

Working capital requirements also tend to increase when we commence multiple projects or particularly large projects because labor, including subcontractor costs, and certain other costs, including inventory and materials requirements, typically become payable before the receivables resulting from work performed are collected. The timing of billings and project close-outs can also contribute to changes in billed and unbilled revenue. As of March 31, 2026, we expect that substantially all of our unbilled receivables will be billed to customers in the normal course of business within the next twelve months. Total accounts receivable, which consists of contract billings, unbilled receivables and retainage, net of allowance, totaled approximately $3.9 billion as of March 31, 2026 as compared with $3.5 billion as of December 31, 2025, due primarily to higher levels of revenue, as well as the timing of project billings and collections. See below for discussion of our days sales outstanding, net of contract liabilities, which we refer to as days sales outstanding, or “DSO.”

Current wording

Working capital requirements also tend to increase when we commence multiple projects or particularly large projects because labor, including subcontractor costs, and certain other costs, including inventory and materials requirements, typically become payable before the receivables resulting from work performed are collected. The timing of billings and project close-outs can also contribute to changes in billed and unbilled revenue. As of June 30, 2026, we expect that substantially all of our unbilled receivables will be billed to customers in the normal course of business within the next twelve months. Total accounts receivable, which consists of contract billings, unbilled receivables and retainage, net of allowance, totaled approximately $4.2 billion as of June 30, 2026 as compared with $3.5 billion as of December 31, 2025, due primarily to higher levels of revenue, as well as the timing of project billings and collections. See below for discussion of our days sales outstanding, net of contract liabilities, which we refer to as days sales outstanding, or “DSO.”

Previous wording

Including our current assessment of general economic and market conditions on our results of operations and capital resource requirements, we anticipate that funds generated from operations, borrowings under our credit facilities and our cash balances will be sufficient to meet our working capital requirements, anticipated capital expenditures, debt service obligations, insurance and performance collateral requirements, letter of credit needs, earn-out obligations, required income tax payments, as well as potential acquisition, strategic arrangement and investment funding requirements and/or share repurchase activity and other liquidity needs for the next twelve months and the foreseeable future.

Current wording

Including our current assessment of general economic and market conditions on our results of operations and capital resource requirements, we anticipate that funds generated from operations, borrowings under our credit facilities and our cash balances will be sufficient to meet our working capital requirements, anticipated capital expenditures, debt service obligations, insurance and performance collateral requirements, letter of credit needs, earn-out obligations, required income tax payments, as well as potential acquisition, strategic arrangement and investment funding requirements and/or share repurchase activity, including the recent acquisition of Superior, and other liquidity needs for the next twelve months and the foreseeable future.

Previous wording

As of March 31, 2026, we had approximately $1,090 million in working capital, defined as current assets less current liabilities, as compared with $1,058 million as of December 31, 2025, an increase of approximately $32 million. Cash and cash equivalents totaled approximately $274 million and $396 million as of March 31, 2026 and December 31, 2025, respectively, for a decrease of $122 million. See discussion below for further detail regarding our cash flows and related activity.

Current wording

As of June 30, 2026, we had approximately $1,410 million in working capital, defined as current assets less current liabilities, as compared with $1,058 million as of December 31, 2025, an increase of approximately $352 million. Cash and cash equivalents totaled approximately $316 million and $396 million as of June 30, 2026 and December 31, 2025, respectively, for a decrease of $80 million. See discussion below for further details regarding our cash flows and related activity.

Previous wording

Operating Activities. Cash flow from operations is primarily influenced by changes in the timing of demand for our services and operating margins, but can also be affected by working capital needs associated with the various types of services we provide. Working capital is affected by changes in total accounts receivable, net, prepaid expenses and other current assets, accounts payable and payroll tax payments, accrued expenses and contract liabilities, all of which tend to be related. These working capital items are affected by changes in revenue resulting from the timing and volume of work performed, variability in the timing of customer billings and collections of receivables, as well as settlement of payables and other obligations. Net cash provided by operating activities was $99 million as compared to $78 million for the three months ended March 31, 2026 and 2025, respectively, for an increase in net cash provided by operating activities of approximately $20 million. The increase was due primarily to (i) an increase in net income as compared with the prior period; and (ii) changes in working capital compared with the prior period, including from the positive effect of timing-related changes in accounts payable and accrued expenses, offset, in part, by the unfavorable effect of timing-related changes in accounts receivable, net, primarily driven by higher levels of revenue and an increase in DSO.

Current wording

Operating Activities. Cash flow from operations is primarily influenced by changes in the timing of demand for our services and operating margins, but can also be affected by working capital needs associated with the various types of services we provide. Working capital is affected by changes in total accounts receivable, net, prepaid expenses and other current assets, accounts payable and payroll tax payments, accrued expenses and contract liabilities, all of which tend to be related. These working capital items are affected by changes in revenue resulting from the timing and volume of work performed, variability in the timing of customer billings and collections of receivables, as well as settlement of payables and other obligations. Net cash provided by operating activities was $120 million as compared to $84 million for the six months ended June 30, 2026 and 2025, respectively, for an increase in net cash provided by operating activities of approximately $36 million. The increase was due primarily to (i) an increase in net income as compared with the prior period; and (ii) changes in working capital compared with the prior period, including from the positive effect of timing-related changes in accounts payable and accrued expenses, offset, in part, by the unfavorable effect of timing-related changes in accounts receivable, net, primarily driven by higher levels of revenue and an increase in DSO.

Previous wording

Investing Activities. Net cash used in investing activities was $336 million as compared to $35 million for the three months ended March 31, 2026 and 2025, respectively, for an increase of $301 million. We paid $267 million in cash, net of cash acquired related to acquisition activity during the three months ended March 31, 2026, as compared with $5 million for the same period in 2025, for an increase of $262 million. These acquisitions were funded with cash on hand and borrowings under our senior unsecured credit facility. Capital expenditures totaled $97 million, or $87 million, net of asset disposals, for the three months ended March 31, 2026, as compared with $47 million, or $33 million, net of asset disposals, for the same period in 2025, for an increase in cash used in investing activities of approximately $54 million, primarily to support operational growth and the replacement of older machinery and equipment. Proceeds from other investments of approximately $16 million for the three months ended March 31, 2026 related to cash proceeds from the sale of our 15% equity interest in one of our investments.

Current wording

Investing Activities. Net cash used in investing activities was $426 million as compared to $87 million for the six months ended June 30, 2026 and 2025, respectively, for an increase of $339 million. We paid $267 million in cash, net of cash acquired related to acquisition activity during the six months ended June 30, 2026, as compared with $7 million for the same period in 2025, for an increase of $260 million. These acquisitions were funded with cash on hand and borrowings under our senior unsecured credit facility. Capital expenditures totaled $188 million, or $168 million, net of asset disposals, for the six months ended June 30, 2026, as compared with $111 million, or $84 million, net of asset disposals, for the same period in 2025, for an increase in cash used in investing activities of approximately $84 million, primarily to support operational growth and the replacement of older machinery and equipment. Proceeds from other investments of approximately $16 million for the six months ended June 30, 2026 related to cash proceeds from the sale of our 15% equity interest in one of our investments.

Previous wording

Financing Activities. Net cash provided by financing activities for the three months ended March 31, 2026 was $115 million, as compared to $98 million of net cash used in financing activities for the same period in 2025, for an increase in cash provided by financing activities of approximately $213 million. For the three months ended March 31, 2026, we had $187 million of borrowings, net of repayments, under our credit facility and term loans, as compared with $12 million of repayments, net of borrowings, for the same period in 2025, for an increase in cash provided by financing activities of $198 million. There were no share repurchases for the three months ended March 31, 2026, compared to approximately $27 million of cash settled for shares repurchases for the same period in 2025. These increases in cash provided by financing activities were offset, in part, by an increase of approximately $13 million in payments for tax withholdings on stock-based awards, net of proceeds.

Current wording

Financing Activities. Net cash provided by financing activities for the six months ended June 30, 2026 was $225 million, as compared to $207 million of net cash used in financing activities for the same period in 2025, for an increase in cash provided by financing activities of approximately $433 million. The increase was primarily due to borrowings, net of repayments, under our credit facility and term loans, which increased by $375 million for the six months ended June 30, 2026 as compared with the same period in 2025. There were no share repurchases for the six months ended June 30, 2026, compared to approximately $77 million of cash settled for shares repurchases for the same period in 2025.

Previous wording

For detailed discussion and additional information pertaining to our debt instruments, see Note 8 – Debt in the notes to the audited consolidated financial statements included in our 2025 Form 10-K. Also, see Note 8 – Debt in the notes to the consolidated financial statements in this Form 10-Q, which is incorporated by reference, for current period balances, rates of interest and related discussion.

Current wording

See “Recent Transactions” for information regarding our recent acquisition of Superior and related debt transactions. For detailed discussion and additional information pertaining to our debt instruments, see Note 8 – Debt in the notes to the audited consolidated financial statements included in our 2025 Form 10-K. Also, see Note 8 – Debt in the notes to the consolidated financial statements in this Form 10-Q, which is incorporated by reference, for current period balances, rates of interest and related discussion.

Previous wording

The primary inflationary factors affecting our operations are labor, fuel and material costs. In times of low unemployment, our labor costs may increase due to shortages in the supply of skilled labor and increases in compensation rates generally. Immigration actions may also affect the availability of labor. Although most project materials are provided by our customers, increases in the cost of materials could negatively affect the economic viability of their projects, and accordingly, demand for our services. Material and commodity prices are subject to volatility due to events outside of our control, such as tariff and trade actions and geopolitical events, which have contributed to recent market fluctuations. Inflation rates in the United States increased significantly over the past several years and, while recent inflationary pressure has somewhat abated, the high-cost environment has remained dynamic and we expect it to continue for the remainder of 2026 due, in part, to trade actions and geopolitical events described above under “General Economic, Market and Regulatory Conditions.” Elevated levels of labor, fuel and material costs have in the past and could in the future negatively affect our project margins to the extent that we are unable to pass such cost increases along to our customers. In addition, there is uncertainty of what effect, if any, trade tariffs and recent geopolitical events will have on inflation in future periods. Such market and economic volatility and/or uncertainty can also affect our customers’ investment decisions and subject us to project cancellations, deferrals or unexpected changes in the timing, type and scope of project work.

Current wording

The primary inflationary factors affecting our operations are labor, fuel and material costs. In times of low unemployment, our labor costs may increase due to shortages in the supply of skilled labor and increases in compensation rates generally. Immigration actions may also affect the availability of labor. Although most project materials are provided by our customers, increases in the cost of materials could negatively affect the economic viability of their projects, and accordingly, demand for our services. Material and commodity prices are subject to volatility due to events outside of our control, such as tariff and trade actions and geopolitical events, which have contributed to recent market fluctuations. Inflation rates in the United States increased significantly over the past several years and, while inflationary pressure had shown signs of moderating, remain elevated. We expect this high-cost and dynamic environment to continue for the remainder of 2026 due, in part, to trade actions and geopolitical events described above under “General Economic, Market and Regulatory Conditions.” Elevated levels of labor, fuel and material costs have in the past and could in the future negatively affect our project margins to the extent that we are unable to pass such cost increases along to our customers. In addition, there is uncertainty of what effect, if any, trade tariffs and recent geopolitical events will have on inflation in future periods. Such market and economic volatility and/or uncertainty can also affect our customers’ investment decisions and subject us to project cancellations, deferrals or unexpected changes in the timing, type and scope of project work.