MYR GROUP INC.

Previous wording

We believe legislative actions aimed at supporting infrastructure improvements in the United States may positively impact long-term demand, particularly in connection with electric power infrastructure, expansion of domestic manufacturing, and transportation spending. We believe legislative actions are likely to provide greater long-term opportunity in both of our reporting segments. However, we may experience unanticipated volatility associated with policy changes and tariffs. Prolonged uncertainty in the business environment and higher inflation could also impact customer demand and our profitability.

Current wording

We believe legislative actions aimed at supporting infrastructure improvements in the United States may positively impact long-term demand and opportunity in both of our reporting segments, particularly in connection with electric power infrastructure, expansion of domestic manufacturing, and transportation spending. However, we may experience unanticipated volatility associated with policy changes and tariffs. Prolonged uncertainty in the business environment and higher inflation could also impact customer demand and our profitability.

Previous wording

We had consolidated revenues for the six months ended June 30, 2025 of $1.7 billion, of which 55.8% was attributable to our T&D customers and 44.2% was attributable to our C&I customers. Our consolidated revenues for the six months ended June 30, 2024 were $1.6 billion. For the six months ended June 30, 2025, our net income and EBITDA(1) were $49.8 million and $105.8 million, respectively, compared to $3.7 million and $35.1 million, respectively, for the six months ended June 30, 2024.

Current wording

We had consolidated revenues for the nine months ended September 30, 2025 of $2.68 billion, of which 54.8% was attributable to our T&D customers and 45.2% was attributable to our C&I customers. Our consolidated revenues for the nine months ended September 30, 2024 were $2.53 billion. For the nine months ended September 30, 2025, our net income and EBITDA(1) were $81.9 million and $168.5 million, respectively, compared to $14.3 million and $72.3 million, respectively, for the nine months ended September 30, 2024.

Previous wording

We believe there is an ongoing need for utilities to sustain investment in their transmission systems to improve reliability, reduce congestion, connect to new power generation sources and support future load growth. Consequently, we believe that we will see continued bidding activity on large transmission projects going forward. The timing of multi-year transmission project awards and substantial construction activity is difficult to predict due to regulatory requirements and the permitting needed to commence construction. Significant construction on any large, multi-year projects awarded in the remainder of 2025 will not likely have a large impact on 2025 results. Bidding and construction activity for small to medium-size transmission projects and upgrades remains active, and we expect this trend to continue.

Current wording

We believe there is an ongoing need for utilities to sustain investment in their transmission systems to improve reliability, reduce congestion, connect to new power generation sources and support future load growth. Consequently, we believe that we will see continued bidding activity on large transmission projects going forward. The timing of multi-year transmission project awards and substantial construction activity is difficult to predict due to regulatory requirements and the permitting needed to commence construction. Significant construction on any large, multi-year projects awarded in the remainder of 2025 will not likely begin until 2026. Bidding and construction activity for small to medium-size transmission projects and upgrades remains active, and we expect this trend to continue.

Previous wording

We believe there is a need for further investment by utilities on their distribution systems to properly maintain or meet reliability requirements. We continue to see strong activity in many of our electric distribution markets. We believe the increased storm activity and destruction caused by wildfires will cause a push to strengthen utility distribution systems against catastrophic damage. Distribution systems may also require upgrades to accommodate additional distributed energy resources and increased electrification. We expect to see an increase in the distribution market opportunities during the rest of 2025.

Current wording

We believe there is a need for further investment by utilities on their distribution systems to properly maintain their systems or meet reliability requirements. We continue to see strong activity in many of our electric distribution markets. We believe the increased storm activity and destruction caused by wildfires will cause a push to strengthen utility distribution systems against catastrophic damage. Distribution systems may also require upgrades to accommodate additional distributed energy resources and increased electrification. We expect to see an increase in the distribution market opportunities during the rest of 2025.

Previous wording

We continue to implement strategies that are designed to further expand our capabilities and effectively allocate capital. We have maintained a strong balance sheet, while also supporting our organic growth with capital expenditures and working capital and repurchasing our shares. During the six months ended June 30, 2025, the Company repurchased 639,207 shares of its common stock under our Repurchase Program (as defined below) at a weighted-average price of $117.33 per share, exhausting substantially all of the authorized funds under our Repurchase Program. On July 30, 2025, the Company announced that its Board of Directors approved a new share repurchase program (the “New Repurchase Program”), which authorizes the Company to repurchase, in the aggregate, up to $75.0 million of its outstanding shares of common stock. The New Repurchase Program will expire on February 4, 2026, or when the authorized funds are exhausted, whichever is earlier. We believe the borrowing availability under our $490 million revolving credit facility and future cash flow from operations will enable us to support the organic growth of our business, pursue acquisitions and opportunistically repurchase shares.

Current wording

We continue to implement strategies that are designed to further expand our capabilities and effectively allocate capital. We have maintained a strong balance sheet, while also supporting our organic growth with capital expenditures and working capital and repurchasing our shares. On July 30, 2025, the Company announced that its Board of Directors had approved a new $75.0 million share repurchase program (the "Repurchase Program"). The Repurchase Program will expire on February 4, 2026, or when the authorized funds are exhausted, whichever is earlier. The Repurchase Program replaced and superseded the Company’s prior $75.0 million repurchase program, under which the Company had exhausted substantially all of the available funds, and such prior repurchase program was terminated. As of September 30, 2025, the Company had $75.0 million of funds available to repurchase shares of the Company’s common stock under the Repurchase Program. During the nine months ended September 30, 2025, the Company repurchased 639,207 shares of its common stock under the prior repurchase program, at a weighted-average price of $117.33 per share. We believe the borrowing availability under our $490 million revolving credit facility and future cash flow from operations will enable us to support the organic growth of our business, pursue acquisitions and opportunistically repurchase shares.

Previous wording

Our backlog was $2.64 billion at June 30, 2025, compared to $2.58 billion at December 31, 2024 and $2.54 billion at June 30, 2024. Our backlog at June 30, 2025 increased $1.4 million from March 31, 2025. Backlog in the T&D segment increased $54.0 million and C&I backlog decreased $52.6 million compared to March 31, 2025. Our backlog as of June 30, 2025 included our proportionate share of joint venture backlog totaling $172.9 million, compared to $169.2 million at March 31, 2025.

Current wording

Our backlog was $2.66 billion at September 30, 2025, compared to $2.58 billion at December 31, 2024 and $2.60 billion at September 30, 2024. Our backlog at September 30, 2025 increased $21.1 million from June 30, 2025. Backlog in the T&D segment increased $2.5 million and C&I backlog increased $18.6 million compared to June 30, 2025. Our backlog as of September 30, 2025 included our proportionate share of joint venture backlog totaling $166.0 million, compared to $172.9 million at June 30, 2025.

Previous wording

Gross margin for the three months ended June 30, 2025 increased to 11.5% compared to 4.9% for the three months ended June 30, 2024. The increase in gross margin was primarily impacted by significant changes in our estimated gross profit on certain projects resulting in a net gross margin decrease of 1.0% for the three months ended June 30, 2025, compared to a net gross margin decrease of 7.2% for the three months ended June 30, 2024. During the three months ended June 30, 2025, significant estimate changes negatively impacted gross margin by 1.7%, largely related to an increase in costs associated with labor and project inefficiencies and unfavorable change orders. In addition, significant estimate changes in gross profit positively impacted gross margin by 0.7%, primarily related to better-than-anticipated productivity and a favorable job closeout. During the three months ended June 30, 2024, gross margin was primarily impacted by negative significant estimate changes in our estimated gross profit on certain T&D clean energy projects and a C&I project.

Current wording

Gross margin for the three months ended September 30, 2025 increased to 11.8% compared to 8.7% for the three months ended September 30, 2024. The increase in gross margin was primarily due to significant changes in our estimated gross profit on certain projects resulting in a net gross margin decrease of 0.6% for the three months ended September 30, 2025, compared to a net gross margin decrease of 3.9% for the three months ended September 30, 2024. During the three months ended September 30, 2025, significant estimate changes negatively impacted gross margin by 2.6%, largely related to an increase in costs associated with project inefficiencies, unfavorable change orders and inclement weather. In addition, significant estimate changes in gross profit positively impacted gross margin by 2.0%, primarily related to better-than-anticipated productivity, favorable change orders and favorable job closeouts. During the three months ended September 30, 2024, gross margin was primarily impacted by negative significant estimate changes in our estimated gross profit on certain T&D clean energy projects and a C&I project.

Previous wording

Gross profit was $103.7 million for the three months ended June 30, 2025 compared to $40.8 million for the three months ended June 30, 2024. The increase of $62.9 million, or 153.9%, was due to higher margin and revenues.

Current wording

Gross profit was $111.9 million for the three months ended September 30, 2025 compared to $77.3 million for the three months ended September 30, 2024. The increase of $34.6 million, or 44.8%, was due to higher margin and revenues.

Previous wording

Selling, general and administrative expenses (“SG&A”) were $63.3 million for the three months ended June 30, 2025 compared to $61.8 million for the three months ended June 30, 2024. The period-over-period increase of $1.5 million was primarily due to an increase in employee incentive compensation costs and an increase in employee-related expenses to support future growth. These increases were partially offset by $5.0 million of contingent compensation expense, related to a prior acquisition, recognized during the three months ended June 30, 2024.

Current wording

Selling, general and administrative expenses (“SG&A”) were $65.9 million for the three months ended September 30, 2025 compared to $57.5 million for the three months ended September 30, 2024. The period-over-period increase of $8.4 million was primarily due to an increase in employee incentive compensation costs and an increase in employee-related expenses to support future growth. These increases were partially offset by $1.1 million of contingent compensation expense, related to a prior acquisition, recognized during the three months ended September 30, 2024, that did not recur.

Previous wording

Interest expense was $1.9 million for the three months ended June 30, 2025 compared to $1.2 million for the three months ended June 30, 2024. The increase was attributable to higher average outstanding debt balances partially offset by lower interest rates during the three months ended June 30, 2025 as compared to the three months ended June 30, 2024.

Current wording

Interest expense was $1.4 million for the three months ended September 30, 2025 compared to $2.0 million for the three months ended September 30, 2024. The decrease was attributable to lower interest rates and lower average outstanding debt balances during the three months ended September 30, 2025 as compared to the three months ended September 30, 2024.

Previous wording

Income tax expense was $10.9 million for the three months ended June 30, 2025, with an effective tax rate of 29.2%, compared to the income tax benefit of $6.9 million for the three months ended June 30, 2024, with an effective tax rate of 31.0%. The decrease in the tax rate for the three months ended June 30, 2025 was primarily due to the reduction of the impact of the global intangible low tax income (“GILTI”).

Current wording

Income tax expense was $12.6 million for the three months ended September 30, 2025, with an effective tax rate of 28.3%, compared to the income tax expense of $7.9 million for the three months ended September 30, 2024, with an effective tax rate of 42.5%. The decrease in the tax rate for the three months ended September 30, 2025 was primarily due to lower permanent difference items mostly associated with deductibility limits of contingent compensation experienced in the prior year, as well as lower U.S. taxes on Canadian income.

Previous wording

Net income was $26.5 million for the three months ended June 30, 2025 compared to net loss of $15.3 million for the three months ended June 30, 2024. The increase was primarily due to the reasons stated earlier.

Current wording

Net income was $32.1 million for the three months ended September 30, 2025 compared to net income of $10.6 million for the three months ended September 30, 2024. The increase was primarily due to the reasons stated earlier.

Previous wording

Revenues for our C&I segment for the three months ended June 30, 2025 were $394.1 million compared to $370.7 million for the three months ended June 30, 2024, an increase of $23.4 million, or 6.3%. The increase in revenue was primarily related to an increase of $23.3 million in revenue on fixed priced contracts.

Current wording

Revenues for our C&I segment for the three months ended September 30, 2025 were $447.0 million compared to $406.2 million for the three months ended September 30, 2024, an increase of $40.8 million, or 10.0%. The increase in revenue was primarily related to an increase of $49.9 million in revenue on fixed priced contracts.

Previous wording

Operating income for our C&I segment for the three months ended June 30, 2025 was $22.0 million, an increase of $20.4 million, over the three months ended June 30, 2024. As a percentage of revenues, operating income for our C&I segment was 5.6% for the three months ended June 30, 2025 compared to 0.4% for the three months ended June 30, 2024. Operating income margin was impacted by significant changes in our estimated gross profit on certain projects resulting in a net operating income margin decrease of 1.2% for the three months ended June 30, 2025, compared to a net operating income margin decrease of 3.1% for the three months ended June 30, 2024. Significant estimated gross profit changes negatively impacted operating income as a percentage of revenues by 2.6%, primarily related to an increase in costs associated with labor and project inefficiencies and unfavorable change orders. These decreases were partially offset by positive significant estimated gross profit changes totaling 1.4% and largely related to better-than-anticipated productivity and a favorable job closeout. During the three months ended June 30, 2024, operating income margin was negatively impacted by significant estimated gross profit changes primarily related to a single project. Operating income margin was also positively impacted during the three months ended June 30, 2025, by a larger portion of our C&I projects progressing at higher contractual margins, some of which are nearing completion. Additionally, C&I operating income for the three months ended June 30, 2024, was negatively impacted by contingent compensation expense related to a prior acquisition, that did not recur during the three months ended June 30, 2025.

Current wording

Operating income for our C&I segment for the three months ended September 30, 2025 was $28.6 million, an increase of $8.3 million, over the three months ended September 30, 2024. As a percentage of revenues, operating income for our C&I segment was 6.4% for the three months ended September 30, 2025 compared to 5.0% for the three months ended September 30, 2024. The increase in operating income margin was driven by significant changes in our estimated gross profit on certain projects resulting in a net operating income margin decrease of 1.5% for the three months ended September 30, 2025, compared to a net operating income margin decrease of 2.6% for the three months ended September 30, 2024. Significant estimated gross profit changes negatively impacted operating income as a percentage of revenues by 3.3%, primarily related to unfavorable change orders and an increase in costs associated with project inefficiencies. These decreases were partially offset by positive significant estimated gross profit changes totaling 1.8% and largely related to better-than-anticipated productivity and favorable job closeouts. During the three months ended September 30, 2024, operating income margin was negatively impacted by significant estimated gross profit changes primarily related to a single project. Operating income margin for the three months ended September 30, 2024, was negatively impacted by contingent compensation expense related to a prior acquisition, that did not recur during the three months ended September 30, 2025.

Previous wording

Revenues increased $89.4 million or 5.4%, to $1.73 billion for the six months ended June 30, 2025 from $1.64 billion for the six months ended June 30, 2024. The increase was primarily due to an increase of $70.1 million in C&I revenue, and an increase of $40.6 million in revenue on distribution projects, partially offset by a decrease of $21.2 million in revenue on transmission projects, primarily related to clean energy.

Current wording

Revenues increased $151.8 million or 6.0%, to $2.68 billion for the nine months ended September 30, 2025 from $2.53 billion for the nine months ended September 30, 2024. The increase was primarily due to an increase of $110.9 million in C&I revenue, and an increase of $45.8 million in revenue on distribution projects, partially offset by a decrease of $4.9 million in revenue on transmission projects, primarily related to clean energy.

Previous wording

Gross margin for the six months ended June 30, 2025 increased to 11.6% compared to 7.7% for the six months ended June 30, 2024. The increase in gross margin was primarily impacted by significant changes in our estimated gross profit on certain projects resulting in a net gross margin decrease of 1.2% for the six months ended June 30, 2025, compared to a net gross margin decrease of 4.2% for the six months ended June 30, 2024. During the six months ended June 30, 2025, significant estimate changes negatively impacted gross margin by 2.1%, largely related to an increase in costs associated with labor and project inefficiencies and unfavorable change orders. In addition, significant estimate changes in gross profit positively impacted gross margin by 0.9%, mainly related to better-than-anticipated productivity, favorable change orders and a favorable job closeout. During the six months ended June 30, 2024, gross margin was primarily impacted by negative significant estimate changes in our estimated gross profit on certain T&D clean energy projects and a C&I project.

Current wording

Gross margin for the nine months ended September 30, 2025 increased to 11.6% compared to 8.1% for the nine months ended September 30, 2024. The increase in gross margin was primarily due to significant changes in our estimated gross profit on certain projects resulting in a net gross margin decrease of 1.3% for the nine months ended September 30, 2025, compared to a net gross margin decrease of 4.4% for the nine months ended September 30, 2024. During the nine months ended September 30, 2025, significant estimate changes negatively impacted gross margin by 2.3%, largely related to an increase in costs associated with labor and project inefficiencies and unfavorable change orders. In addition, significant estimate changes in gross profit positively impacted gross margin by 1.0%, mainly related to better-than-anticipated productivity, favorable change orders and a favorable job closeout. During the nine months ended September 30, 2024, gross margin was primarily impacted by negative significant estimate changes in our estimated gross profit on certain T&D clean energy projects and a C&I project.

Previous wording

Gross profit was $200.6 million for the six months ended June 30, 2025 compared to $127.1 million for the six months ended June 30, 2024. The increase of $73.5 million, or 57.9% was due to higher margin and revenues.

Current wording

Gross profit was $312.5 million for the nine months ended September 30, 2025 compared to $204.4 million for the nine months ended September 30, 2024. The increase of $108.1 million, or 52.9% was due to higher margin and revenues.

Previous wording

SG&A was $125.8 million for the six months ended June 30, 2025 compared to $124.1 million for the six months ended June 30, 2024. The period-over-period increase of $1.7 million was primarily due to an increase in employee incentive compensation costs and an increase in employee-related expenses to support future growth. These increases were partially offset by $8.2 million of contingent compensation expense, related to a prior acquisition, recognized during the six months ended June 30, 2024.

Current wording

SG&A expenses were $191.8 million for the nine months ended September 30, 2025 compared to $181.5 million for the nine months ended September 30, 2024. The period-over-period increase of $10.3 million was primarily due to an increase in employee incentive compensation costs and an increase in employee-related expenses to support future growth. These increases were partially offset by $9.3 million of contingent compensation expense, related to a prior acquisition, recognized during the nine months ended September 30, 2024, that did not recur.

Previous wording

Gains from the sale of property and equipment for the six months ended June 30, 2025 were $1.7 million compared to $3.0 million for the six months ended June 30, 2024. Gains from the sale of property and equipment are attributable to routine sales of property and equipment no longer useful or valuable to our ongoing operations.

Current wording

Gains from the sale of property and equipment for the nine months ended September 30, 2025 were $3.2 million compared to $4.7 million for the nine months ended September 30, 2024. Gains from the sale of property and equipment are attributable to routine sales of property and equipment no longer useful or valuable to our ongoing operations.

Previous wording

Interest expense was $3.3 million for the six months ended June 30, 2025 compared to $2.3 million for the six months ended June 30, 2024. The increase was primarily attributable to higher average outstanding debt balances, partially offset by lower interest rates during the six months ended June 30, 2025 as compared to the six months ended June 30, 2024.

Current wording

Interest expense was $4.8 million for the nine months ended September 30, 2025 compared to $4.3 million for the nine months ended September 30, 2024. The increase was primarily attributable to higher average outstanding debt balances, partially offset by lower interest rates during the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024.

Previous wording

Income tax expense was $20.4 million for the six months ended June 30, 2025, with an effective tax rate of 29.1%, compared to the benefit of $2.7 million for the six months ended June 30, 2024, with an effective tax rate of (281.9)%. The change in the tax rate for the six months ended June 30, 2025 was primarily due to higher pretax income, lower other permanent difference items and lower stock compensation excess tax benefits.

Current wording

Income tax expense was $33.0 million for the nine months ended September 30, 2025, with an effective tax rate of 28.7%, compared to the expense of $5.2 million for the nine months ended September 30, 2024, with an effective tax rate of 26.6%. The change in the tax rate for the nine months ended September 30, 2025 was primarily due to higher pretax income, lower other permanent difference items and lower stock compensation excess tax benefits.

Previous wording

Net income was $49.8 million for the six months ended June 30, 2025 compared to $3.7 million for the six months ended June 30, 2024. The increase was primarily due to the reasons stated earlier.

Current wording

Net income was $81.9 million for the nine months ended September 30, 2025 compared to $14.3 million for the nine months ended September 30, 2024. The increase was primarily due to the reasons stated earlier.

Previous wording

Revenues for our T&D segment for the six months ended June 30, 2025 were $968.0 million compared to $948.6 million for the six months ended June 30, 2024, an increase of $19.4 million, or 2.0%. The increase in revenue was related to an increase of $40.6 million in revenue on distribution projects, partially offset by a decrease of $21.2 million in revenue on transmission projects. Revenues from transmission projects represented 59.4% and 62.9% of T&D segment revenue for the six months ended June 30, 2025 and 2024, respectively.

Current wording

Revenues for our T&D segment for the nine months ended September 30, 2025 were $1.47 billion compared to $1.43 billion for the nine months ended September 30, 2024, an increase of $41.0 million, or 2.9%. The increase in revenue was related to an increase of $45.8 million in revenue on distribution projects, partially offset by a decrease of $4.9 million in revenue on transmission projects. Revenues from transmission projects represented 59.0% and 61.0% of T&D segment revenue for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

Operating income for our T&D segment for the six months ended June 30, 2025 was $76.7 million, an increase of $55.2 million, from the six months ended June 30, 2024. As a percentage of revenues, operating income for our T&D segment was 7.9% for the six months ended June 30, 2025 compared to 2.3% for the six months ended June 30, 2024. Operating income margin was impacted by significant changes in our estimated gross profit on certain projects resulting in a net operating income margin decrease of 0.8% for the six months ended June 30, 2025, compared to a net decrease of 5.7% for the six months ended June 30, 2024. During the six months ended June 30, 2025, significant estimated gross profit changes negatively impacted operating income as a percentage of revenues by 1.2% primarily related to labor and project inefficiencies. These decreases were partially offset by positive significant estimated gross profit changes totaling 0.4% of revenues mostly related to better-than-anticipated productivity and a favorable change order. During the six months ended June 30, 2024, T&D operating income margin was negatively impacted by significant estimated gross profit changes related to clean energy projects.

Current wording

Operating income for our T&D segment for the nine months ended September 30, 2025 was $118.1 million, an increase of $79.0 million, from the nine months ended September 30, 2024. As a percentage of revenues, operating income for our T&D segment was 8.0% for the nine months ended September 30, 2025 compared to 2.7% for the nine months ended September 30, 2024. The increase in operating income margin was driven by significant changes in our estimated gross profit on certain projects resulting in a net operating income margin decrease of 0.6% for the nine months ended September 30, 2025, compared to a net decrease of 6.0% for the nine months ended September 30, 2024. During the nine months ended September 30, 2025, significant estimated gross profit changes negatively impacted operating income as a percentage of revenues by 1.4% primarily related to labor and project inefficiencies. These decreases were partially offset by positive significant estimated gross profit changes totaling 0.8% of revenues mostly related to favorable change orders and better-than-anticipated productivity. During the nine months ended September 30, 2024, T&D operating income margin was negatively impacted by significant estimated gross profit changes related to clean energy projects.

Previous wording

Revenues for our C&I segment for the six months ended June 30, 2025 were $765.9 million compared to $695.8 million for the six months ended June 30, 2024, an increase of $70.1 million, or 10.1%. The increase in revenue was primarily related to an increase of $52.3 million in revenue on fixed priced contracts.

Current wording

Revenues for our C&I segment for the nine months ended September 30, 2025 were $1.21 billion compared to $1.10 billion for the nine months ended September 30, 2024, an increase of $110.9 million, or 10.1%. The increase in revenue was primarily related to an increase of $102.2 million in revenue on fixed priced contracts.

Previous wording

Operating income for our C&I segment for the six months ended June 30, 2025 was $39.4 million, an increase of $26.4 million, over the six months ended June 30, 2024. As a percentage of revenues, operating income for our C&I segment was 5.1% for the six months ended June 30, 2025, compared to 1.9% for the six months ended June 30, 2024. Operating income margin was positively impacted during the six months ended June 30, 2025, by a larger portion of our C&I projects progressing at higher contractual margins, some of which are nearing completion. Additionally, C&I operating income for the six months ended June 30, 2024, was negatively impacted by contingent compensation expense related to a prior acquisition, that did not recur during the six months ended June 30, 2025. C&I operating income margin during the six months ended June 30, 2025, was also impacted by significant changes in our estimated gross profit on certain projects resulting in a net operating income margin decrease of 1.8% for the six months ended June 30, 2025, compared to a net decrease of 2.1% for the six months ended June 30, 2024. Significant estimated gross profit changes negatively impacted operating income as a percentage of revenues by 3.3%, primarily related to an increase in costs associated with labor and project inefficiencies and unfavorable change orders. These decreases were partially offset by positive significant estimated gross profit changes totaling 1.5% and largely related to better-than-anticipated productivity, favorable change orders and a favorable job closeout.

Current wording

Operating income for our C&I segment for the nine months ended September 30, 2025 was $68.0 million, an increase of $34.7 million, over the nine months ended September 30, 2024. As a percentage of revenues, operating income for our C&I segment was 5.6% for the nine months ended September 30, 2025, compared to 3.0% for the nine months ended September 30, 2024. Operating income margin was positively impacted during the nine months ended September 30, 2025, by a larger portion of our C&I projects progressing at higher contractual margins, some of which are nearing completion. Additionally, C&I operating income for the nine months ended September 30, 2024, was negatively impacted by contingent compensation expense related to a prior acquisition, that did not recur during the nine months ended September 30, 2025. C&I operating income margin during the nine months ended September 30, 2025, was also impacted by significant changes in our estimated gross profit on certain projects resulting in a net operating income margin decrease of 2.1% for the nine months ended September 30, 2025, compared to a net decrease of 2.4% for the nine months ended September 30, 2024. Significant estimated gross profit changes negatively impacted operating income as a percentage of revenues by 3.4%, primarily related to an increase in costs associated with labor and project inefficiencies and unfavorable change orders. These decreases were partially offset by positive significant estimated gross profit changes totaling 1.3% and largely related to better-than-anticipated productivity, favorable change orders and a favorable job closeout.

Previous wording

As of June 30, 2025, we had working capital of $251.2 million. We define working capital as current assets less current liabilities. During the six months ended June 30, 2025, operating activities of our business provided net cash of $116.1 million, compared to $30.4 million of cash provided for the six months ended June 30, 2024. Cash flow from operations is primarily influenced by operating margins, timing of contract performance and the type of services we provide to our customers. The $85.8 million year-over-year increase in cash provided by operating activities was primarily due to an increase of $46.1 million in net income and favorable net changes in operating assets and liabilities of $37.5 million. The favorable change in operating assets and liabilities was primarily due to the favorable change of $25.9 million in other liabilities, slightly offset by the net unfavorable year-over-year changes in various working capital accounts that relate primarily to construction activities (accounts receivable, contract assets, accounts payable and contract liabilities) of $1.0 million. The favorable change of $25.9 million in other liabilities was primarily due to changes in our employee incentive compensation accruals and the timing of employee related wage and tax payments.

Current wording

As of September 30, 2025, we had working capital of $267.4 million. We define working capital as current assets less current liabilities. During the nine months ended September 30, 2025, operating activities of our business provided net cash of $211.7 million, compared to $66.0 million of cash provided for the nine months ended September 30, 2024. Cash flow from operations is primarily influenced by operating margins, timing of contract performance and the type of services we provide to our customers. The $145.7 million year-over-year increase in cash provided by operating activities was primarily due to an increase of $67.6 million in net income and favorable net changes in operating assets and liabilities of $69.8 million. The favorable change in operating assets and liabilities was primarily due to the favorable change of $43.4 million in other liabilities, slightly offset by the net favorable year-over-year changes in various working capital accounts that relate primarily to construction activities (accounts receivable, contract assets, accounts payable and contract liabilities) of $29.2 million. The favorable change of $43.4 million in other liabilities was primarily due to changes in our employee incentive compensation accruals and the timing of employee related wage and tax payments.

Previous wording

In the six months ended June 30, 2025, we used net cash of $30.6 million in investing activities consisting of $34.3 million for capital expenditures, partially offset by $3.7 million of proceeds from the sale of equipment.

Current wording

In the nine months ended September 30, 2025, we used net cash of $58.5 million in investing activities consisting of $64.5 million for capital expenditures, partially offset by $6.0 million of proceeds from the sale of equipment.

Previous wording

In the six months ended June 30, 2025, financing activities used net cash of $66.5 million, consisting primarily of $75.0 million of share repurchases under our Repurchase Program, $2.7 million of shares repurchased to satisfy tax obligations under our stock compensation programs and $2.2 million of payments under our equipment notes, partially offset by $13.9 million of net borrowings under our revolving line of credit.

Current wording

In the nine months ended September 30, 2025, financing activities used net cash of $80.9 million, consisting primarily of $75.0 million of share repurchases under our prior repurchase program, $4.4 million of payments under our equipment notes and $2.7 million of shares repurchased to satisfy tax obligations under our stock compensation programs, partially offset by $2.0 million of net borrowings under our revolving line of credit.

Previous wording

We believe our $383.3 million borrowing availability under our revolving line of credit as of June 30, 2025, future cash flow from operations and our ability to utilize short-term and long-term leases will provide sufficient liquidity for our short-term and long-term needs. Our primary short-term liquidity needs include cash for operations, debt service requirements, capital expenditures, and acquisition and joint venture opportunities. We believe we have adequate sources of liquidity to meet our long-term liquidity needs and foreseeable material cash requirements, including those associated with funding future acquisition opportunities. We continue to invest in developing key management and craft personnel in both our T&D and C&I segments and in procuring the specific specialty equipment and tooling needed to win and execute projects of all sizes and complexity.

Current wording

We believe our $399.8 million borrowing availability under our revolving line of credit as of September 30, 2025, future cash flow from operations and our ability to utilize short-term and long-term leases will provide sufficient liquidity for our short-term and long-term needs. Our primary short-term liquidity needs include cash for operations, debt service requirements, capital expenditures, and acquisition and joint venture opportunities. We believe we have adequate sources of liquidity to meet our long-term liquidity needs and foreseeable material cash requirements, including those associated with funding future acquisition opportunities. We continue to invest in developing key management and craft personnel in both our T&D and C&I segments and in procuring the specific specialty equipment and tooling needed to win and execute projects of all sizes and complexity.

Previous wording

We had $72.3 million and $58.4 million of borrowings outstanding under the Facility as of June 30, 2025 and December 31, 2024, respectively.

Current wording

We had $60.4 million and $58.4 million of borrowings outstanding under the Facility as of September 30, 2025 and December 31, 2024, respectively.

Previous wording

As of June 30, 2025, we had $34.5 million in letters of credit outstanding under our Credit Agreement, including $29.8 million related to the Company's payment obligation under its insurance programs and $4.7 million related to contract performance obligations. As of December 31, 2024, we had $37.3 million in letters of credit outstanding under our Credit Agreement, including $32.6 million related to the Company's payment obligations under its insurance programs and $4.7 million related to contract performance obligations.

Current wording

As of September 30, 2025, we had $29.9 million in letters of credit outstanding under our Credit Agreement, including $29.8 million related to the Company's payment obligation under its insurance programs and $0.1 million related to contract performance obligations. As of December 31, 2024, we had $37.3 million in letters of credit outstanding under our Credit Agreement, including $32.6 million related to the Company's payment obligations under its insurance programs and $4.7 million related to contract performance obligations.

Previous wording

As of June 30, 2025 and December 31, 2024, we had one outstanding Equipment Note collateralized by equipment and vehicles owned by us. As of June 30, 2025 and December 31, 2024, we also had one other equipment note outstanding collateralized by a vehicle owned by us. The outstanding balance of all equipment notes was $13.8 million as of June 30, 2025 and $16.0 million as of December 31, 2024. As of June 30, 2025, we had outstanding short-term and long-term equipment notes of approximately $4.5 million and $9.4 million, respectively. As of December 31, 2024, we had outstanding short-term and long-term equipment notes of approximately $4.4 million and $11.6 million, respectively.

Current wording

As of September 30, 2025 and December 31, 2024, we had one outstanding Equipment Note collateralized by equipment and vehicles owned by us. As of September 30, 2025 and December 31, 2024, we also had one other equipment note outstanding collateralized by a vehicle owned by us. The outstanding balance of all equipment notes was $11.6 million as of September 30, 2025 and $16.0 million as of December 31, 2024. As of September 30, 2025, we had outstanding short-term and long-term equipment notes of approximately $4.6 million and $7.1 million, respectively. As of December 31, 2024, we had outstanding short-term and long-term equipment notes of approximately $4.4 million and $11.6 million, respectively.

Previous wording

From time to time, the Company enters into non-cancelable leases for some of our facility, vehicle and equipment needs. These leases allow the Company to conserve cash by paying a monthly lease rental fee for the use of facilities, vehicles and equipment rather than purchasing them. The Company’s leases have remaining terms ranging from less than one to eight years, some of which may include options to extend the leases for up to ten years, and some of which may include options to terminate the leases within one year. Typically, the Company has purchase options on the equipment underlying its long-term leases and many of its short-term rental arrangements. The Company may exercise some of these purchase options when the need for equipment is on-going and the purchase option price is attractive.

Current wording

From time to time, the Company enters into non-cancelable leases for some of our facility, vehicle and equipment needs. These leases allow the Company to conserve cash by paying a monthly lease rental fee for the use of facilities, vehicles and equipment rather than purchasing them. The Company’s leases have remaining terms ranging from less than one to twelve years, some of which may include options to extend the leases for up to ten years, and some of which may include options to terminate the leases within one year. Typically, the Company has purchase options on the equipment underlying its long-term leases and many of its short-term rental arrangements. The Company may exercise some of these purchase options when the need for equipment is on-going and the purchase option price is attractive.

Previous wording

The outstanding balance of operating lease obligations was $45.2 million as of June 30, 2025, consisting of short-term and long-term operating lease obligations of approximately $12.8 million and $32.4 million, respectively. The outstanding balance of operating lease obligations was $42.6 million as of December 31, 2024, consisting of short-term and long-term operating lease obligations of approximately $12.1 million and $30.5 million, respectively.

Current wording

The outstanding balance of operating lease obligations was $44.7 million as of September 30, 2025, consisting of short-term and long-term operating lease obligations of approximately $13.1 million and $31.6 million, respectively. The outstanding balance of operating lease obligations was $42.6 million as of December 31, 2024, consisting of short-term and long-term operating lease obligations of approximately $12.1 million and $30.5 million, respectively.

Previous wording

The outstanding balance of finance lease obligations was $2.5 million as of June 30, 2025, consisting of short-term and long-term finance lease obligations of approximately $0.9 million and $1.6 million, respectively. As of December 31, 2024, we had $3.0 million outstanding finance lease obligations, consisting of short-term and long-term finance lease obligations of approximately $1.1 million and $1.9 million, respectively.

Current wording

The outstanding balance of finance lease obligations was $2.2 million as of September 30, 2025, consisting of short-term and long-term finance lease obligations of approximately $0.8 million and $1.4 million, respectively. As of December 31, 2024, we had $3.0 million outstanding finance lease obligations, consisting of short-term and long-term finance lease obligations of approximately $1.1 million and $1.9 million, respectively.

Previous wording

As of June 30, 2025, we had approximately $9.2 million in outstanding purchase obligations for certain construction equipment to be paid with cash outlays scheduled to occur in 2025.

Current wording

As of September 30, 2025, we had approximately $7.3 million in outstanding purchase obligations for certain construction equipment to be paid with cash outlays scheduled to occur in 2025.

Previous wording

Many customers, particularly in connection with new construction, require us to post performance and payment bonds issued by a financial institution known as a surety. These bonds provide a guarantee to the customer that we will perform under the terms of a contract and that we will pay subcontractors and vendors. If we fail to perform under a contract or to pay subcontractors and vendors, the customer may demand that the surety make payments or provide services under the bond. We must reimburse our sureties for any expenses or outlays they incur. Under our continuing indemnity and security agreements with the issuers of the bonds, we may be required to grant them a security interest relating to a particular project. We believe that it is unlikely that we will have to fund significant claims under our surety arrangements. As of June 30, 2025, an aggregate of approximately $2.24 billion in original face amount of bonds issued by our sureties were outstanding. Our estimated remaining cost to complete these bonded projects was approximately $640.2 million as of June 30, 2025.

Current wording

Many customers, particularly in connection with new construction, require us to post performance and payment bonds issued by a financial institution known as a surety. These bonds provide a guarantee to the customer that we will perform under the terms of a contract and that we will pay subcontractors and vendors. If we fail to perform under a contract or to pay subcontractors and vendors, the customer may demand that the surety make payments or provide services under the bond. We must reimburse our sureties for any expenses or outlays they incur. Under our continuing indemnity and security agreements with the issuers of the bonds, we may be required to grant them a security interest relating to a particular project. We believe that it is unlikely that we will have to fund significant claims under our surety arrangements. As of September 30, 2025, an aggregate of approximately $2.26 billion in original face amount of bonds issued by our sureties were outstanding. Our estimated remaining cost to complete these bonded projects was approximately $702.2 million as of September 30, 2025.

Previous wording

We grant trade credit under normal payment terms, generally without collateral, to our customers, which include high credit quality electric utilities, governmental entities, general contractors and builders, owners and managers of commercial and industrial properties located in the United States and Canada. Consequently, we are subject to potential credit risk related to changes in business and economic factors throughout the United States and Canada. However, we generally have certain statutory lien rights with respect to services provided. Under certain circumstances such as foreclosures or negotiated settlements, we may take title to the underlying assets in lieu of cash in settlement of receivables. As of June 30, 2025 and 2024, none of our customers individually exceeded 10% of consolidated accounts receivable. Management believes the terms and conditions in its contracts, billing and collection policies are adequate to minimize the potential credit risk.

Current wording

We grant trade credit under normal payment terms, generally without collateral, to our customers, which include high credit quality electric utilities, governmental entities, general contractors and builders, owners and managers of commercial and industrial properties located in the United States and Canada. Consequently, we are subject to potential credit risk related to changes in business and economic factors throughout the United States and Canada. However, we generally have certain statutory lien rights with respect to services provided. Under certain circumstances such as foreclosures or negotiated settlements, we may take title to the underlying assets in lieu of cash in settlement of receivables. As of September 30, 2025, accounts receivable for one of our customers individually accounted for approximately 10% of our consolidated accounts receivable. As of September 30, 2024, none of our customers individually exceeded 10% of consolidated accounts receivable. Management believes the terms and conditions in its contracts, billing and collection policies are adequate to minimize the potential credit risk.