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COMMERCIAL METALS Co

For the period ended Feb 28, 2025. Filed Mar 25, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Feb 28, 2025 · Filed Mar 25, 2025

CMC$62.28+0.1%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended February 28, 2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-4304

COMMERCIAL METALS COMPANY

(Exact Name of Registrant as Specified in Its Charter)

Delaware75-0725338
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification Number)

6565 N. MacArthur Blvd., Irving, Texas 75039

(Address of Principal Executive Offices) (Zip Code)

(214) 689-4300

(Registrant's Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, $0.01 par valueCMCNew York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the "Exchange Act") during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes☐ No☒

As of March 20, 2025,113,000,577 shares of the registrant's common stock, par value $0.01 per share, were outstanding.

COMMERCIAL METALS COMPANY AND SUBSIDIARIES

TABLE OF CONTENTS

PART I — FINANCIAL INFORMATION3
Item 1. Financial Statements3
Condensed Consolidated Statements of Earnings (Loss) (Unaudited) - Three and six months ended February 28, 2025 and February 29, 20243
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - Three and six months ended February 28, 2025 and February 29, 20244
Condensed Consolidated Balance Sheets (Unaudited) - February 28, 2025 and August 31, 20245
Condensed Consolidated Statements of Cash Flows (Unaudited) - Six months ended February 28, 2025 and February 29, 20246
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - Three and six months ended February 28, 2025 and February 29, 20247
Notes to Condensed Consolidated Financial Statements (Unaudited)9
Note 1. Nature of Operations and Significant Accounting Policies9
Note 2. Changes in Business10
Note 3. Accumulated Other Comprehensive Income (Loss)10
Note 4. Revenue Recognition11
Note 5. Inventories, Net11
Note 6. Goodwill and Other Intangibles12
Note 7. Credit Arrangements13
Note 8. Derivatives14
Note 9. Fair Value15
Note 10. Stock-Based Compensation Plans18
Note 11. Stockholders' Equity and Earnings (Loss) Per Share18
Note 12. Commitments and Contingencies19
Note 13. Segment Information20
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations22
Item 3. Quantitative and Qualitative Disclosures About Market Risk33
Item 4. Controls and Procedures33
PART II — OTHER INFORMATION34
Item 1. Legal Proceedings34
Item 1A. Risk Factors34
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds35
Item 3. Defaults Upon Senior Securities35
Item 4. Mine Safety Disclosures35
Item 5. Other Information35
Item 6. Exhibits36
Signature37
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.