LCI INDUSTRIES

Previous wording

Additional information regarding the Merger Agreement and the proposed Mergers is included in Note 13 of the Notes to Condensed Consolidated Financial Statements and in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on June 30, 2026.

Current wording

Additional information regarding the Merger Agreement and the proposed Mergers is included in Note 13 of the Notes to Condensed Consolidated Financial Statements and in other filings made by the Company with the Securities and Exchange Commission (the "SEC") in connection with the proposed Mergers, including the joint proxy statement/prospectus filed by Patrick and the Company on October 19, 2026 and supplement thereto filed by Patrick and the Company on October 30, 2026.

Previous wording

Tariff Updates: In February 2026, the U.S. Supreme Court ruled that certain tariffs imposed under the International Emergency Economic Powers Act ("IEEPA Tariffs") were not lawful. In March 2026, the Court of International Trade (“CIT”) ordered U.S. Customs and Border Protection (“CBP”) to begin the refund process for importers subject to IEEPA Tariffs, and in April 2026, CBP established an online portal through which importers may submit refund requests. We expect to receive $119.3 million in tariff refunds, which represents the amount of IEEPA Tariffs the Company determined it paid while such tariffs were in effect from February 2025 through February 2026, and we received $94.9 million of IEEPA Tariff refunds during the three months ended June 30, 2026. We expect to pass through approximately $88.8 million of the IEEPA Tariff refunds received to certain customers. The ultimate amount and timing of any remaining refunds and related payments to customers remain subject to uncertainty, including the outcome of the U.S. government's appeal of the CIT order. See Note 2 of the Notes to Condensed Consolidated Financial Statements for the details of our accounting for IEEPA Tariff refunds, as well as uncertainties related to the IEEPA Tariff refunds, and the Results of Operations discussion below for the impact of IEEPA Tariff refunds and pass-throughs on our operations by segment.

Current wording

Tariff Updates: In February 2026, the U.S. Supreme Court ruled that certain tariffs imposed under the International Emergency Economic Powers Act ("IEEPA Tariffs") were not lawful. In March 2026, the Court of International Trade ("CIT") ordered U.S. Customs and Border Protection ("CBP") to begin the refund process for importers subject to IEEPA Tariffs, and in April 2026, CBP established an online portal through which importers may submit refund requests. We expect to receive $119.3 million in tariff refunds, which represents the amount of IEEPA Tariffs the Company determined it paid while such tariffs were in effect from February 2025 through February 2026, and we received $114.6 million of IEEPA Tariff refunds during the nine months ended September 30, 2026. We expect to pass through approximately $88.8 million of the IEEPA Tariff refunds received to certain customers, of which we have paid $57.6 million of pass through payments to certain customers during the nine months ended September 30, 2026. The ultimate amount and timing of any remaining refunds and related payments to customers remain subject to uncertainty, including the outcome of the U.S. government's appeal of the CIT order. See Note 2 of the Notes to Condensed Consolidated Financial Statements for the details of our accounting for IEEPA Tariff refunds, as well as uncertainties related to the IEEPA Tariff refunds, and the Results of Operations discussion below for the impact of IEEPA Tariff refunds and pass-throughs on our operations by segment.

Previous wording

Following the U.S. Supreme Court’s ruling on the IEEPA Tariffs, in February 2026, the U.S. government imposed a 10 percent global tariff on most imported products for a 150-day period, which were subsequently invalidated by the CIT but remained in effect pending appeal. In July 2026, the U.S. government announced a new forced labor tariffs framework of 10 percent or 12.5 percent, which became effective when the temporary tariffs expired, that covers imports from 60 countries, with exemptions for, among others, products already subject to tariffs under Section 232 of the Trade Expansion Act of 1962 (such as steel and aluminum) and certain inputs used in U.S. manufacturing. Section 232 tariffs also continued to evolve, with modifications implemented in April and June 2026. Changes in U.S. trade policies, including the imposition of new or increased tariffs, may increase the cost of certain products, components, and materials we source, which could adversely affect our margins, results of operations, cash flows, and financial condition. The impact of current and potential tariff actions remains uncertain and may vary across our product portfolio. In addition, future governmental actions, regulatory interpretations, supplier responses, changes in sourcing, and other market conditions could affect the extent of any impact. While we continue to evaluate opportunities to mitigate these risks, there can be no assurance that such efforts will be successful or that additional tariffs or related cost increases will not have a material adverse effect on our business.

Current wording

Changes in U.S. trade policies, including the imposition of new or increased tariffs, may increase the cost of certain products, components, and materials we source, which could adversely affect our margins, results of operations, cash flows, and financial condition. The impact of current and potential tariff actions remains uncertain and may vary across our product portfolio. In addition, future governmental actions, regulatory interpretations, supplier responses, changes in sourcing, and other market conditions could affect the extent of any impact. While we continue to evaluate opportunities to mitigate these risks, there can be no assurance that such efforts will be successful or that additional tariffs or related cost increases will not have a material adverse effect on our business.

Previous wording

In the first six months of 2026 compared to the same period in 2025, Recreation Vehicle Industry Association ("RVIA") data shows United States wholesale shipments of travel trailer and fifth-wheel RVs, the Company's primary market, decreased 17 percent to 138,900 units. Retail demand for travel trailer and fifth-wheel RVs decreased 15 percent to 139,000 units in the first six months of 2026 compared to the same period in 2025. Retail registration data is often revised upward in subsequent months due to reporting delays.

Current wording

In the first nine months of 2026 compared to the same period in 2025, Recreation Vehicle Industry Association ("RVIA") data shows United States wholesale shipments of travel trailer and fifth-wheel RVs, the Company's primary market, decreased 16 percent to 196,300 units. Retail demand for travel trailer and fifth-wheel RVs decreased 15 percent to 215,800 units in the first nine months of 2026 compared to the same period in 2025. Retail registration data is often revised upward in subsequent months due to reporting delays.

Previous wording

In the first six months of 2026 compared to the same period in 2025, RVIA data showed wholesale shipments of motorhome RVs increased 10 percent to 20,500 units. Retail demand for motorhome RVs decreased 10 percent to 17,700 units in the first six months of 2026 compared to the same period of 2025. The decrease in retail demand has been primarily driven by inflation and higher interest rates impacting retail consumer discretionary spending.

Current wording

In the first nine months of 2026 compared to the same period in 2025, RVIA data showed wholesale shipments of motorhome RVs increased 2 percent to 28,200 units. Retail demand for motorhome RVs decreased 8 percent to 27,600 units in the first nine months of 2026 compared to the same period of 2025. The decrease in retail demand has been primarily driven by inflation and higher interest rates impacting retail consumer discretionary spending.

Previous wording

◦In addition to the IEEPA Tariff refund pass-through, the decrease in net sales was primarily due to lower North American RV wholesale shipments, partially offset by sales price increases for targeted products and to cover higher material costs, sales from acquired businesses, growth in the automotive aftermarket, and content gains in North American RV sales driven by recent product innovations. Net sales from acquisitions completed in the twelve months ended June 30, 2026 contributed approximately $16.7 million in the second quarter of 2026.

Current wording

•Consolidated net sales in the third quarter of 2026 were $992.5 million, a decrease of 4.2 percent, from $1,036.5 million in the same period of 2025. The decrease in net sales was primarily due to lower North American RV wholesale shipments, partially offset by increases in selling prices contractually tied to indices of select commodities, growth in the automotive aftermarket, and sales from acquired businesses. Net sales from acquisitions completed in the twelve months ended September 30, 2026 contributed approximately $5.2 million in the third quarter of 2026.

Previous wording

•Consolidated operating profit during the second quarter of 2026 was $96.0 million, compared to $87.8 million in the same period of 2025. Operating profit margin was 9.9 percent in the second quarter of 2026 compared to 7.9 percent in the same period of 2025.

Current wording

•Consolidated operating profit during the third quarter of 2026 was $75.0 million, compared to $75.4 million in the same period of 2025. Operating profit margin was 7.6 percent in the third quarter of 2026 compared to 7.3 percent in the same period of 2025. The increase in operating profit margin was primarily due to cost improvement actions, including materials sourcing strategies, partially offset by lower absorption of fixed costs due to lower sales volumes and merger-related expenses.

Previous wording

•Net income for the second quarter of 2026 was $67.1 million, or $2.75 per diluted share, compared to net income of $57.6 million, or $2.29 per diluted share, for the same period of 2025.

Current wording

•Net income for the third quarter of 2026 was $50.1 million, or $2.05 per diluted share, compared to net income of $62.5 million, or $2.55 per diluted share, for the same period of 2025.

Previous wording

•In the second quarter of 2026, a quarterly dividend of $1.15 per share was paid, aggregating to $28.0 million.

Current wording

•In the third quarter of 2026, a quarterly dividend of $1.15 per share was paid, aggregating to $28.0 million.

Previous wording

Net sales of the OEM Segment in the second quarter of 2026 decreased by $164.8 million, compared to the same period of 2025. Net sales of components to OEMs were to the following markets for the three months ended June 30:

Current wording

Net sales of the OEM Segment in the third quarter of 2026 decreased by $57.7 million, compared to the same period of 2025. Net sales of components to OEMs were to the following markets for the three months ended September 30:

Previous wording

The trend in our average product content per RV produced is an indicator of our continued engagement with our RV OEM customers. Our average product content per type of RV, calculated based upon our net sales of components to domestic

Current wording

The trend in our average product content per RV produced is an indicator of our continued engagement with our RV OEM customers. Our average product content per type of RV, calculated based upon our net sales of components to domestic RV OEMs for the different types of RVs produced for the twelve months ended September 30, divided by the industry-wide wholesale shipments of the different product mix of RVs for the same period, was:

Previous wording

Our average product content per type of RV excludes international sales and sales to the Aftermarket Segment and Adjacent Industries. Content per RV is impacted by changes in selling prices for our products, product innovations, changes in unit mix, and acquisitions. For the twelve months ended June 30, 2026, travel trailer and fifth-wheel RV content increased 11.4 percent year-over-year due to sales price increases for targeted products and to cover higher material costs, an increase in RV mix toward higher content fifth-wheel units, and recent product innovations, partially offset by shipments exceeding units produced.

Current wording

Our average product content per type of RV excludes international sales and sales to the Aftermarket Segment and Adjacent Industries. Content per RV is impacted by changes in selling prices for our products, product innovations, changes in unit mix, and acquisitions. For the twelve months ended September 30, 2026, travel trailer and fifth-wheel RV content increased 6 percent year-over-year due to sales price increases for targeted products and to cover higher material costs, partially offset by shipments exceeding units produced.

Previous wording

Our decrease in net sales to RV OEMs during the second quarter of 2026 was primarily due to a reduction for IEEPA Tariff refunds expected to be passed through to customers, a decrease in North American travel trailer and fifth-wheel shipments, and an increase in RV sales mix toward lower content single axle travel trailers, partially offset by sales price increases for targeted products and to cover higher material costs, and recent product innovations.

Current wording

Our decrease in net sales to RV OEMs during the third quarter of 2026 was primarily due to a decrease in North American travel trailer and fifth-wheel shipments, and a change in RV sales mix toward more lower content single axle travel trailers, partially offset by sales price increases contractually tied to indices of select commodities.

Previous wording

Our increase in net sales to OEMs in Adjacent Industries during the second quarter of 2026 was primarily due to sales from acquired businesses and higher sales to North American marine OEMs, partially offset by a reduction for IEEPA Tariff refunds expected to be passed through to customers.

Current wording

Our increase in net sales to OEMs in Adjacent Industries during the third quarter of 2026 was primarily due to higher sales to North American transportation, marine, and manufactured housing OEMs.

Previous wording

Operating profit of the OEM Segment was $44.1 million in the second quarter of 2026, a decrease of $7.6 million compared to the same period of 2025. The operating profit margin of the OEM Segment increased to 6.5 percent in the second quarter of 2026, compared to 6.2 percent for the same period of 2025, and was positively impacted by:

Current wording

Operating profit of the OEM Segment was $44.1 million in the third quarter of 2026, an increase of $0.5 million compared to the same period of 2025. The operating profit margin of the OEM Segment increased to 6.0 percent in the third quarter of 2026, compared to 5.5 percent for the same period of 2025, and was positively impacted by:

Previous wording

•Increases in selling prices contractually tied to indices of select commodities, which positively impacted operating profit by $14.4 million compared to the same period in 2025.

Current wording

•Increases in selling prices contractually tied to indices of select commodities, which positively impacted operating profit by $18.4 million compared to the same period in 2025.

Previous wording

•A favorable shift in component sales mix, which positively impacted operating profit by $10.9 million compared to the same period in 2025.

Current wording

•A favorable shift in component sales mix, which positively impacted operating profit by $4.5 million compared to the same period in 2025.

Previous wording

•The impact of fixed costs spread over decreased production volumes, which decreased operating profit by $18.7 million related to fixed production overhead costs and $8.8 million related to fixed selling, general and administrative costs compared to the same period in 2025.

Current wording

•The impact of fixed costs spread over decreased production volumes, which decreased operating profit by $12.0 million related to fixed production overhead costs and $5.9 million related to fixed selling, general and administrative costs compared to the same period in 2025.

Previous wording

Net sales of the OEM Segment in the first six months of 2026 decreased by $135.5 million, compared to the same period of 2025. Net sales of components to OEMs were to the following markets for the six months ended June 30:

Current wording

Net sales of the OEM Segment in the first nine months of 2026 decreased by $193.2 million, compared to the same period of 2025. Net sales of components to OEMs were to the following markets for the nine months ended September 30:

Previous wording

According to the RVIA, industry-wide wholesale unit shipments for the six months ended June 30 were:

Current wording

According to the RVIA, industry-wide wholesale unit shipments for the nine months ended September 30 were:

Previous wording

Our decrease in net sales to RV OEMs during the first six months of 2026 was primarily driven by a 17.2 percent decrease in North American travel trailer and fifth-wheel shipments, a reduction for IEEPA Tariff refunds expected to be passed through to customers, and an increase in RV sales mix toward lower content single axle travel trailers, partially offset by sales price increases for targeted products and to cover higher material costs, a 9.6 percent increase in North American motorhome shipments, and recent product innovations.

Current wording

Our decrease in net sales to RV OEMs during the first nine months of 2026 was primarily driven by a 16 percent decrease in North American travel trailer and fifth-wheel shipments, a reduction for IEEPA Tariff refunds passed through or expected to be passed through to customers, and a change in RV sales mix toward more lower content single axle travel trailers, partially offset by sales price increases for targeted products and to cover higher material costs, and a 2 percent increase in North American motorhome shipments.

Previous wording

Our increase in net sales to OEMs in Adjacent Industries during the first six months of 2026 was primarily due to sales from acquired businesses and higher sales to North American marine OEMs, partially offset by a reduction for IEEPA Tariff refunds expected to be passed through to customers.

Current wording

Our increase in net sales to OEMs in Adjacent Industries during the first nine months of 2026 was primarily due to sales from acquired businesses, higher sales to North American marine OEMs, and sales price increases for targeted products and to cover higher material costs, partially offset by a reduction for IEEPA Tariff refunds passed through or expected to be passed through to customers.

Previous wording

Operating profit of the OEM Segment was $120.6 million in the first six months of 2026, an increase of $6.9 million compared to the same period of 2025. The operating profit margin of the OEM Segment increased to 7.9 percent in the first six months of 2026, compared to 6.8 percent for the same period in 2025, and was positively impacted by:

Current wording

Operating profit of the OEM Segment was $164.7 million in the first nine months of 2026, an increase of $7.5 million compared to the same period of 2025. The operating profit margin of the OEM Segment increased to 7.3 percent in the first nine months of 2026, compared to 6.4 percent for the same period in 2025, and was positively impacted by:

Previous wording

•Increases in selling prices contractually tied to indices of select commodities, which positively impacted operating profit by $29.5 million compared to the same period in 2025.

Current wording

•Increases in selling prices contractually tied to indices of select commodities, which positively impacted operating profit by $47.8 million compared to the same period in 2025.

Previous wording

•A favorable shift in component sales mix, which positively impacted operating profit by $13.1 million compared to the same period in 2025.

Current wording

•A favorable shift in component sales mix, which positively impacted operating profit by $20.7 million compared to the same period in 2025.

Previous wording

•A net positive impact of $1.5 million, resulting from a reduction to cost of sales of $86.4 million related to IEEPA Tariff refunds and a reduction to net sales of $84.9 million for IEEPA Tariff refunds expected to be passed through to customers.

Current wording

•A net positive impact of $1.5 million, resulting from a reduction to cost of sales of $86.4 million related to IEEPA Tariff refunds and a reduction to net sales of $84.9 million for IEEPA Tariff refunds passed through or expected to be passed through to customers.

Previous wording

•The impact of fixed costs spread over decreased production volumes, which decreased operating profit by $27.8 million related to fixed production overhead costs and $12.7 million related to fixed selling, general and administrative costs compared to the same period in 2025.

Current wording

•The impact of fixed costs spread over decreased production volumes, which decreased operating profit by $39.6 million related to fixed production overhead costs and $18.5 million related to fixed selling, general and administrative costs compared to the same period in 2025.

Previous wording

Net sales of the Aftermarket Segment in the second quarter of 2026 increased by $26.2 million, compared to the same period of 2025. Net sales of components in the Aftermarket Segment were as follows for the three months ended June 30:

Current wording

Net sales of the Aftermarket Segment in the third quarter of 2026 increased by $13.7 million, compared to the same period of 2025. Net sales of components in the Aftermarket Segment were as follows for the three months ended September 30:

Previous wording

Our net sales of the Aftermarket Segment for the second quarter of 2026 increased compared to the same period in 2025, primarily driven by price increases for targeted products and to cover higher material costs, sales from acquired businesses, and increases in volume in the automotive aftermarket, partially offset by a reduction for IEEPA Tariff refunds expected to be passed through to customers.

Current wording

Our net sales of the Aftermarket Segment for the third quarter of 2026 increased compared to the same period in 2025, primarily driven by increases in volume in the automotive aftermarket.

Previous wording

•Investments in capacity and distribution to support the Aftermarket Segment, which negatively impacted operating profit by $3.1 million compared to the same period in 2025.

Current wording

•Investments in capacity and distribution to support the Aftermarket Segment, which negatively impacted operating profit by $2.4 million compared to the same period in 2025.

Previous wording

Amortization expense on intangible assets for the Aftermarket Segment was $4.0 million in the second quarter of 2026, compared to $3.9 million in the same period of 2025. Depreciation expense on fixed assets for the Aftermarket Segment was $5.4 million in the second quarter of 2026, compared to $4.7 million in the same period of 2025.

Current wording

Amortization expense on intangible assets for the Aftermarket Segment was $4.0 million in the third quarter of 2026, compared to $3.9 million in the same period of 2025. Depreciation expense on fixed assets for the Aftermarket Segment was $5.8 million in the third quarter of 2026, compared to $4.7 million in the same period of 2025.

Previous wording

Net sales of the Aftermarket Segment in the first six months of 2026 increased by $41.9 million, compared to the same period of 2025. Net sales of components in the Aftermarket Segment were as follows for the six months ended June 30:

Current wording

Net sales of the Aftermarket Segment in the first nine months of 2026 increased by $55.6 million, compared to the same period of 2025. Net sales of components in the Aftermarket Segment were as follows for the nine months ended September 30:

Previous wording

Net sales of the Aftermarket Segment increased during the first six months of 2026, primarily driven by price increases for targeted products and to cover higher material costs, sales from acquired businesses, and increases in volume in the automotive aftermarket, partially offset by a reduction for IEEPA Tariff refunds expected to be passed through to customers.

Current wording

Net sales of the Aftermarket Segment increased during the first nine months of 2026, primarily driven by price increases for targeted products and to cover higher material costs, sales from acquired businesses, and increases in volume in the automotive aftermarket, partially offset by a reduction for IEEPA Tariff refunds passed through or expected to be passed through to customers.

Previous wording

•A net positive impact of $14.5 million, resulting from a reduction to cost of sales of $18.4 million related to IEEPA Tariff refunds and a reduction to net sales of $3.9 million for IEEPA Tariff refunds expected to be passed through to customers.

Current wording

•A net positive impact of $14.5 million, resulting from a reduction to cost of sales of $18.4 million related to IEEPA Tariff refunds and a reduction to net sales of $3.9 million for IEEPA Tariff refunds passed through or expected to be passed through to customers.

Previous wording

•Investments in capacity and distribution to support the Aftermarket Segment, which negatively impacted operating profit by $8.7 million compared to the same period in 2025.

Current wording

•Investments in capacity and distribution to support the Aftermarket Segment, which negatively impacted operating profit by $9.4 million compared to the same period in 2025.

Previous wording

Interest expense, net was $16.2 million for the six months ended June 30, 2026, compared to $15.7 million in the same period of 2025. The increase in net interest expense was primarily due to interest on the 2030 Convertible Notes and increased principal borrowed on our Term Loans (as defined in Note 8 of the Notes to Condensed Consolidated Financial Statements) following our refinancing in March 2025, partially offset by interest received on IEEPA Tariff refunds in the second quarter of 2026.

Current wording

Interest expense, net was $24.6 million for the nine months ended September 30, 2026, compared to $26.0 million in the same period of 2025. The decrease in net interest expense was primarily due to interest received on IEEPA Tariff refunds in the second and third quarters of 2026, partially offset by interest on the 2030 Convertible Notes and increased principal borrowed on our Term Loans (as defined in Note 8 of the Notes to Condensed Consolidated Financial Statements) following our refinancing in March 2025.

Previous wording

In the six months ended June 30, 2025, we recorded an $8.1 million loss on extinguishment of debt, consisting of $6.2 million in connection with the repurchase of a portion of our 2026 Convertible Notes and $1.9 million related to the repayment of our previous term loan. No loss on extinguishment of debt was recorded for the six months ended June 30, 2026.

Current wording

In the nine months ended September 30, 2025, we recorded an $8.9 million loss on extinguishment of debt, consisting of $6.2 million in connection with the repurchase of a portion of our 2026 Convertible Notes, $1.9 million related to the repayment of our previous term loan, and $0.8 million related to the repricing amendment for our Term Loans. No loss on extinguishment of debt was recorded for the nine months ended September 30, 2026.

Previous wording

We sold two owned real estate locations during the second quarter of 2026 for combined net cash proceeds of $2.2 million. The sales resulted in a total net gain on the sale of real estate of $0.6 million for each of the three and six months ended June 30, 2026.

Current wording

We sold three owned real estate locations during the nine months ended September 30, 2026 for combined net cash proceeds of $3.7 million. The sales resulted in a total net gain on the sale of real estate of $2.2 million for the nine months ended September 30, 2026. We sold two owned real estate locations during the nine months ended September 30, 2025 for combined net cash proceeds of $22.7 million. The sales resulted in a total net gain on the sale of real estate of $19.7 million for the nine months ended September 30, 2025.

Previous wording

The effective income tax rate for the six months ended June 30, 2026 and 2025 was 25.9 percent and 26.4 percent, respectively. The effective tax rate for the six months ended June 30, 2026 differed from the Federal statutory rate primarily due to state taxes, foreign taxes, and non-deductible expenses, partially offset by Federal and Indiana research and development credits. The decrease in the effective tax rate for the six months ended June 30, 2026 as compared to the same period in 2025 was primarily due to the recognition of excess tax benefits on stock-based compensation.

Current wording

The effective income tax rate for each of the nine months ended September 30, 2026 and 2025 was 26.1 percent. The effective tax rate for the nine months ended September 30, 2026 remained consistent with the same period of 2025, and differed from the Federal statutory rate primarily due to state taxes, foreign taxes, and non-deductible expenses, offset by Federal and Indiana research and development credits.

Previous wording

As of June 30, 2026, we had $216.5 million in cash and cash equivalents, and $595.2 million of availability under our revolving credit facility under the Credit Agreement. We also have the ability to request an increase to the revolving and/or incremental term loan facilities by up to an additional $371.0 million in the aggregate upon approval of the lenders providing any such increase and the satisfaction of certain other conditions. See Note 8 of the Notes to Condensed Consolidated Financial Statements for a description of our credit facilities.

Current wording

As of September 30, 2026, we had $245.6 million in cash and cash equivalents, and $595.4 million of availability under our revolving credit facility under the Credit Agreement. We also have the ability to request an increase to the revolving and/or incremental term loan facilities by up to an additional $371.0 million in the aggregate upon approval of the lenders providing any such increase and the satisfaction of certain other conditions. See Note 8 of the Notes to Condensed Consolidated Financial Statements for a description of our credit facilities.