TRIMAS CORP

Previous wording

The following discussion and analysis of our financial condition contains forward-looking statements regarding industry outlook and our expectations regarding the performance of our business. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described under the heading "Forward-Looking Statements," at the beginning of this report. Our actual results may differ materially from those contained in or implied by any forward-looking statements. You should read the following discussion together with the Company's reports on file with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2024.

Current wording

The statements in the discussion and analysis regarding industry outlook, our expectations regarding the performance of our business and the other non-historical statements in the discussion and analysis are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described under the heading "Forward-Looking Statements," at the beginning of this report. Our actual results may differ materially from those contained in or implied by any forward-looking statements. You should read the following discussion together with the Company's reports on file with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

TriMas designs, develops and manufactures a diverse set of products primarily for the consumer products, aerospace & defense and industrial markets through its TriMas Packaging, TriMas Aerospace and Specialty Products groups. Our wide range of innovative products are designed and engineered to solve application-specific challenges that our customers face. We believe our businesses share important and distinguishing characteristics, including: well-recognized and leading brand names in the markets we serve; innovative product technologies and features; a high-degree of customer approved processes and qualifications; established distribution networks; modest capital investment requirements; strong cash flow conversion and long-term growth opportunities. While the majority of our revenue is in the United States, we manufacture and supply products globally to a wide range of companies. We report our business activity in three segments: Packaging, Aerospace and Specialty Products.

Current wording

TriMas designs, develops and manufactures a diverse set of products primarily for the consumer products and industrial markets through its TriMas Packaging and Specialty Products groups. Our wide range of innovative products are designed and engineered to solve application-specific challenges that our customers face. We believe our businesses share important and distinguishing characteristics, including: innovative product technologies and features; a high-degree of customer approved processes and qualifications; established distribution networks; modest capital investment requirements; strong cash flow conversion and long-term growth opportunities. While the majority of our revenue is in the United States, we manufacture and supply products globally to a wide range of companies. We report our business activity in two segments: Packaging and Specialty Products.

Previous wording

Ourresults of operations have been materially impacted over the past few years by macro-economic factors, most recently by cost inflation (raw materials, wage rates and freight) and a lack of material, and in certain regions, skilled labor availability. Additionally, during the first nine months of 2025, the U.S. government altered its approach to international trade policy and announced baseline tariffs on products from all countries and additional individualized reciprocal tariffs on the countries with which the United States has the largest trade deficits, including China. This change in international trade policy has also created uncertainty with respect to future tariffs, including any retaliatory tariffs imposed by other countries, or other potential governmental actions. These factors have affected each of our businesses and how we operate, albeit in different ways and magnitudes. The current tariffs, predominately those imposed on China-based imports, have increased the costs of certain products sourced from non-U.S. countries. Sales of certain of our products for industrial applications, for example steel cylinders for packaged gas applications, have experienced volatility in demand related to customers securing a high order rates in prior periods, only to enter a period of destocking in more recent periods. This significant level of volatility in demand levels, input and transportation costs, and material and labor availability, have pressured our ability to operate efficiently in recent periods. While some areas of demand volatility and softness remain, such as in our Specialty Products segment, and more specifically our Norris Cylinder business, we have experienced more steady and consistent demand in our Packaging and Aerospace segments.

Current wording

Ourresults of operations have been materially impacted by macroeconomic conditions over the past few years, including cost inflation (raw materials, wage rates and freight) and a lack of material, and in certain regions, skilled labor availability. In 2025, the U.S. government implemented tariffs under the International Emergency Economic Powers Act (“IEEPA”), which created uncertainty regarding material costs, future tariffs, including any retaliatory tariffs imposed by other countries, or other potential governmental actions. These tariffs have increased the costs of certain products sourced from non-U.S. countries.

Previous wording

Overall, ourthird quarter 2025 net sales increased $39.9 million, or 17.4%, compared tothird quarter 2024. We experienced organic growth of 37.1% and 2.6% within our Aerospace and Packaging segments, respectively, compared to third quarter 2024. We also experienced growth from acquisitions of 8.7% in our Aerospace segment. Net sales increased 7.2% in our Specialty Products segment as compared to the prior year quarter, as higher sales of steel cylinders more than offset the lost sales due to the divestiture of our Arrow Engine business in January 2025. Our overall sales increase included$2.1 million of currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of a weakening U.S. dollar relative to foreign currencies.

Current wording

Overall, ourfirst quarter 2026 net sales increased $15.8 million, or 10.4%, compared tofirst quarter 2025. We experienced organic growth of 4.4% within our Packaging segment, compared tofirst quarter 2025. Net sales increased 17.0% in our Specialty Products segment as compared to the prior year quarter, as higher sales of steel cylinders more than offset the lost sales due to the divestiture of our Arrow Engine business in January 2025. Our overall sales increase included$6.0 million of currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of a weakening U.S. dollar relative to foreign currencies.

Previous wording

On January 31, 2025, we completed the divestiture of our Arrow Engine business within our Specialty Products segment for net cash proceeds of $21.0 million. We recognized a pre-tax gain of $5.4 million on the sale of Arrow Engine. Arrow Engine contributed $5.2 million of sales in third quarter 2024.

Current wording

On January 31, 2025, we completed the divestiture of our Arrow Engine business within our Specialty Products segment for net cash proceeds of $21.0 million. We recognized a pre-tax gain of $5.3 million on the sale of Arrow Engine. Arrow Engine contributed $1.4 million of sales in first quarter 2025.

Previous wording

We have executed meaningful realignment actions over the past few years to address variable and structural costs where demand has fallen. We will continue to assess and take further actions if required. However, as a result of the current period of macroeconomic inflation and uncertainty, including uncertainty regarding the scope and duration of current and future tariffs and trade actions, and the potential impact of such factors to our future results of operations, as well as if there is an impact to TriMas' overall performance and market capitalization, we may record additional cash and non-cash charges related to further realignment actions, asset impairments, including impairments to our goodwill, intangible assets, fixed assets, inventory or customer receivable account balances.

Current wording

We have executed meaningful realignment actions over the past few years to address variable and structural costs where demand has fallen. We will continue to assess and take further actions if required. As a result of the current period of macroeconomic inflation and uncertainty, including uncertainty regarding the scope and duration of current and future tariffs and trade actions, and the potential impact of such factors to our future results of operations, as well as if there is an impact to TriMas' overall performance and market capitalization, we may record additional cash and non-cash charges related to further realignment actions, asset impairments, including impairments to our goodwill, intangible assets, fixed assets, inventory or customer receivable account balances.

Previous wording

Despite the potential for declines in future demand levels and results of operations, at present, we believe our capital structure is in a strong position. We have sufficient cash and available liquidity under our revolving credit facility to meet our debt service obligations, capital expenditure requirements and other short-term and long-term obligations for the foreseeable future.

Current wording

We believe our capital structure is in a strong position. We have sufficient cash and available liquidity under our revolving credit facility to meet our debt service obligations, capital expenditure requirements and other short-term and long-term obligations for the foreseeable future.

Previous wording

Critical factors affecting our ability to succeed include: our ability to generate organic growth through product development, cross-selling and extending product-line offerings, and our ability to quickly and cost-effectively introduce and successfully launch new products; our ability to acquire and integrate companies or products that supplement existing product lines, add adjacent distribution channels and new customers, or expand our geographic coverage; our ability to manage our cost structure more efficiently via supply chain management, internal sourcing and/or purchasing of materials, selective outsourcing and/or purchasing of support functions, working capital management, and greater leverage of our administrative functions; and our ability to absorb, or recover via commercial actions, inflationary or other cost increases, including tariffs and duties.

Current wording

Critical factors affecting our ability to succeed include: our ability to generate organic growth through product development, cross-selling and extending product-line offerings, and our ability to quickly and cost-effectively introduce and successfully launch new products; our ability to recognize the benefits of and effectively deploy the net proceeds from the sale of Aerospace, our ability to acquire and integrate companies or products that supplement existing product lines, add adjacent distribution channels and new customers, or expand our geographic coverage; our ability to manage our cost structure more efficiently via supply chain management, internal sourcing and/or purchasing of materials, selective outsourcing and/or purchasing of support functions, working capital management, and greater leverage of our administrative functions; and our ability to absorb, or recover via commercial actions, inflationary or other cost increases, including tariffs and duties.

Previous wording

We are sensitive to price movements and availability of our raw materials supply. Our largest raw material purchases are for polypropylene, polyethylene, steel, aluminum, superalloys (such as titanium, A286 stainless steel and Inconel) and other oil and metal-based purchased components, the costs for each of which are subject to volatility. There has also been volatility in certain of our input costs as a direct and indirect result of foreign trade policy, where tariffs on certain of our commodity-based products sourced from Asia have been instituted. In addition, the U.S. government recently announced baseline tariffs on products from all countries and additional individualized reciprocal tariffs on the countries with which the United States has the largest trade deficits, including China. We will continue to take actions to mitigate such increases, including implementing commercial pricing adjustments, holding extra inventories, resourcing to alternate suppliers and insourcing of previously sourced products. Although we believe we are generally able to mitigate the impact of higher commodity costs over time, we may experience additional material costs and disruptions in supply in the future and may not be able to pass along higher costs to our customers in the form of price increases or otherwise mitigate the impacts to our operating results.

Current wording

We are sensitive to price movements and availability of our raw materials supply. Our largest raw material purchases are for polypropylene, polyethylene, steel, aluminum, and other oil and metal-based purchased components, the costs for each of which are subject to volatility. There has also been volatility in certain of our input costs as a direct and indirect result of foreign trade policy as well as from geopolitical conditions. We will continue to take actions to mitigate such increases, including implementing commercial pricing adjustments, holding extra inventories, resourcing to alternate suppliers and insourcing of previously sourced products. If suppliers or subcontractors fail to meet contractual requirements, we may be unable to secure acceptable alternatives on reasonable terms or in time to meet customer commitments, which could result in increased costs and penalties, the assertion of force majeure clauses in contracts with customers and disruptions to our operations. Although we believe we are generally able to mitigate the impact of higher commodity costs and supply disruptions over time, we may experience additional material costs and disruptions in supply in the future and may not be able to pass along higher costs to our customers in the form of price increases or otherwise mitigate the impacts to our operating results.

Previous wording

Oil-based commodity costs are a significant driver of raw materials and purchased components used within our Packaging segment. As such, an increase in crude oil often is a precursor to rising polymeric raw material costs, for which we may experience a contractual commercial recovery lag.

Current wording

Oil-based commodity costs are a significant driver of raw materials and purchased components used within our Packaging segment. As such, an increase in crude oil prices often is a precursor to rising polymeric raw material costs, for which we may experience a contractual commercial recovery lag.

Previous wording

Each year, as a core tenet of the TriMas Business Model, our businesses target cost savings from Kaizen (continuous improvement) initiatives in an effort to reduce, or otherwise offset, the impact of increased input and conversion costs through increased throughput and yield rates, with a goal of at least covering inflationary and market cost increases. In addition, we continuously review our operating cost structures to ensure alignment with current market demand.

Current wording

Each year our businesses target continuous improvement initiatives in an effort to reduce, or otherwise offset, the impact of increased input and conversion costs through increased throughput and yield rates, with a goal of at least covering inflationary and market cost increases. In addition, we continuously review our operating cost structures to ensure alignment with current market demand.

Previous wording

We continue to evaluate alternatives to redeploy the cash generated by our businesses, one of which includes returning capital to our shareholders. In 2020, our Board of Directors increased the authorization of share repurchases to a cumulative amount of $250 million. During third quarter 2025, no shares were purchased. As of September 30, 2025, we had $65.4 million remaining under the repurchase authorization.

Current wording

We continue to evaluate alternatives to redeploy the cash generated by our businesses, one of which includes returning capital to our shareholders. In February 2026, our Board of Directors authorized us to increase the purchase of our common stock up to $150 million in the aggregate, adding to the $48.9 million remaining under the previous authorization. During first quarter 2026, 1,487,057 shares were purchased. As of March 31, 2026, we had $95.5 million remaining under the repurchase authorization.

Previous wording

In addition, inthird quarter 2025, we declared dividends of $0.04 per share of common stock and paid dividends of$1.7 million. We will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock, as well as dividends, depending on market conditions and other factors.

Current wording

In addition, infirst quarter 2026, we declared dividends of $0.04 per share of common stock and paid dividends of$1.5 million. We will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock, as well as dividends, depending on market conditions and other factors.

Previous wording

•Increases in demand for products within our Aerospace and Packaging segments;

Current wording

•Increases in demand for products within our Packaging and Specialty Products segments;

Previous wording

•A decrease in our effective tax rate in third quarter 2025 compared with third quarter 2024.

Current wording

•An increase in our effective tax rate in first quarter 2026 compared with first quarter 2025.

Previous wording

Overall, net sales increased $39.9 million, or 17.4%, to $269.3 million for the three months ended September 30, 2025, as compared with $229.4 million in the three months ended September 30, 2024. Acquisition-related sales growth was $6.2 million from our February 2025 acquisition of GMT Aerospace. Organic sales, excludingthe impact of currency exchange, increased $36.8 million, or 16.1%, as organic sales increased 37.1% and 2.6% within our Aerospace and Packaging segments, respectively, due to improved throughput and commercial actions with Aerospace and certain end market demand improvements within Packaging. Sales increased 7.2% in our Specialty Products segment as an organic sales increase of 31.3% for our steel cylinders was offset by the impact of the divestiture of our Arrow Engine business. In addition, net sales increased by $2.1 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of the weakening of the U.S. dollar relative to foreign currencies.

Current wording

Overall, net sales increased $15.8 million, or 10.4%, to $168.3 million for the three months ended March 31, 2026, as compared with $152.5 million in the three months ended March 31, 2025. Organic sales, excluding the impact of currency exchange and divestitures, increased $11.2 million, or 7.3%, as organic sales increased 22.6% and 4.4% within our Specialty Products and Packaging segments, respectively, due to end market demand improvements and growth initiatives. These increases were partially offset by the impact of the divestiture of our Arrow Engine business in our Specialty Products segment. In addition, net sales increased by $6.0 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of a weakening U.S. dollar relative to foreign currencies.

Previous wording

Interest expense decreased $0.5 million, to $4.4 million for the three months ended September 30, 2025, compared to $4.9 million for the three months ended September 30, 2024, due to a decrease in our weighted average borrowings and a lower effective interest rate on our revolving credit facility as a result of decreased borrowings from our revolving credit facility.

Current wording

Interest expense increased $0.7 million, to $5.2 million, for the three months ended March 31, 2026, as compared to $4.5 million for the three months ended March 31, 2025, due to an increase in our weighted average borrowings and a higher effective interest rate on our revolving credit facility within the first quarter of 2026.

Previous wording

Other income (expense) increased $0.1 million to $0.4 million of expense, for the nine months ended September 30, 2025, from $0.3 million of expense for the nine months ended September 30, 2024, as decreased losses on foreign currency transactions were largely offset by lower miscellaneous income.

Current wording

Other income (expense) increased $0.9 million to $0.9 million of income, for the three months ended March 31, 2026, from a nominal amount of expense for the three months ended March 31, 2025, as the $2.0 million of interest income earned on invested cash proceeds from the sale of our Aerospace business was partially offset by increased losses on foreign currency transactions.

Previous wording

The effective income tax rate for the nine months ended September 30, 2025 and September 30, 2024 was 25.5% and 20.0%, respectively. We recorded tax expense of $13.2 million for the nine months ended September 30, 2025, as compared to $4.6 million for the nine months ended September 30, 2024. The effective tax rate for the nine months ended September 30, 2025 was higher than in the prior year primarily due to the recognition of approximately $1.7 million of tax benefit related to foreign tax loss carryforwards in the nine months ended September 30, 2024. Additionally, the sale of the Arrow Engine business resulted in a taxable capital gain and related income tax expense of approximately $1.4 million in the first nine months of 2025.

Current wording

The effective income tax rate for the three months ended March 31, 2026 and March 31, 2025 was 2,137.8% and 25.1%, respectively. We recorded tax expense of $54.3 million for the three months ended March 31, 2026, as compared to $0.7 million for the three months ended March 31, 2025. The effective tax rate for the three months ended March 31, 2026 was higher than in the prior year primarily due to incremental income tax expense of $53.9 million resulting from the reclassification of deferred tax benefits previously recognized at December 31, 2025 in connection with the Aerospace divestiture.

Previous wording

Net income increased $6.8 million, to $9.3 million for the three months ended September 30, 2025, as compared to $2.5 million for the three months ended September 30, 2024. The increase was primarily the result of an increase in operating profit of $8.3 million and a decrease in interest expense of $0.5 million, partially offset by an increase in income tax expense of $2.0 million and an increase in other expense of $0.1 million.

Current wording

Income (loss) from continuing operations decreased by $53.7 million, to a loss of $51.8 million for the three months ended March 31, 2026, compared to income of $1.9 million for the three months ended March 31, 2025. The decrease was primarily the result of a decrease in operating profit of $0.3 million, an increase in interest expense of $0.7 million, and an increase in income tax expense of $53.7 million, partially offset by an increase in other income by $0.9 million.

Previous wording

Packaging. Net sales increased $5.5 million, or 4.2% (of which 2.6% was organic and 1.6% was foreign currency exchange), to $135.7 million in the three months ended September 30, 2025, as compared to $130.2 million in the three months ended September 30, 2024. Sales of dispensing products used primarily for beauty, personal care and home care applications increased by $7.4 million and sales of other consumer goods products increased by $1.1 million. These increases were partially offset by the decrease in sales of products used in food and beverage applications of $5.2 million. Sales of products used for industrial applications remained flat. Net sales increased by $2.1 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of the weakening of the U.S. dollar relative to foreign currencies, as compared to third quarter 2024.

Current wording

Packaging. Net sales increased $11.6 million, or 9.1% (of which 4.4% was organic and 4.7% was foreign currency exchange), to $139.2 million in the three months ended March 31, 2026, as compared to $127.6 million in the three months ended March 31, 2025. The increase was driven primarily by higher sales of products used in life sciences markets of $5.0 million and dispensing products used primarily for beauty, personal care and home care applications of $2.4 million, partially offset by lower sales of products used for industrial applications of $1.2 million. Net sales increased by $6.0 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of the weakening U.S. dollar relative to foreign currencies, as compared to 2025.

Previous wording

Gross profit increased $2.4 million to $97.7 million, or 24.1% of sales, in the nine months ended September 30, 2025, as compared to $95.4 million, or 24.5% of sales, in the nine months ended September 30, 2024, due to higher sales levels and resulting improved fixed cost absorption, as well as the favorable impact of prior year operational improvement actions. Although gross profit increased, gross profit margin decreased primarily due to increased input costs and a $1.5 million write-off of certain inventory to the lower of cost or market.

Current wording

Gross profit increased $1.2 million to $32.7 million, or 23.5% of sales, in the three months ended March 31, 2026, as compared to $31.5 million, or 24.7% of sales, in the three months ended March 31, 2025, due to higher sales levels as well as the favorable impact of prior year operational improvement actions. Although gross profit increased, gross profit margin decreased primarily due to a less favorable product sales mix.

Previous wording

Selling, general and administrative expenses increased $0.3 million to $14.4 million, or 10.6% of sales, in the three months ended September 30, 2025, as compared to $14.2 million, or 10.9% of sales, in the three months ended September 30, 2024, primarily due to higher employee-related costs.

Current wording

Selling, general and administrative expenses increased $3.9 million to $18.1 million, or 13.0% of sales, in the three months ended March 31, 2026, as compared to $14.2 million, or 11.1% of sales, in the three months ended March 31, 2025, primarily due to $2.7 million of higher realignment costs related to the comprehensive reorganization of our Packaging segment.

Previous wording

Specialty Products. Net sales for the three months ended September 30, 2025 increased $2.0 million, or 7.2% (of which 25.6% was organic and (18.4)% was due to the divestiture of Arrow Engine), to $30.3 million, as compared to $28.3 million in the three months ended September 30, 2024. Sales of steel cylinders increased $7.2 million, or 31.3%, to $30.3 million, as compared to $23.1 million, due to improved order intake and overall market conditions. Arrow Engine contributed $5.2 million of sales in third quarter 2024. See Note 5, "Acquisitions and Sale of Business," included in Part 1, Item 1, "Notes to Unaudited Consolidated Financial Statements," within this quarterly report on Form 10-Q for more information.

Current wording

Specialty Products. Net sales for the three months ended March 31, 2026 increased $4.2 million, or 17.0% (of which 22.6% was organic and (5.6)% was due to the divestiture of Arrow Engine), to $29.1 million, as compared to $24.9 million in the three months ended March 31, 2025. Sales of steel cylinders increased $5.6 million, or 24.0%, to $29.1 million, as compared to $23.5 million, due predominantly to improved demand for industrial applications. Arrow Engine contributed $1.4 million of sales in three months ended March 31, 2025. See Note 6, "Acquisitions and Sale of Business," included in Part I, Item 1, "Notes to Consolidated Financial Statements," within this quarterly report on Form 10-Q for more information.

Previous wording

Cash flows provided by operating activities were $75.9 million for the nine months ended September 30, 2025, as compared to $36.7 million for the nine months ended September 30, 2024. Significant changes in cash flows provided by operating activities and the reasons for such changes were as follows:

Current wording

Cash flows used for operating activities were $19.4 million for the three months ended March 31, 2026, as compared to cash provided by operating activities of $9.2 million for the three months ended March 31, 2025. Significant changes in cash flows provided by operating activities and the reasons for such changes were as follows:

Previous wording

•For the nine months ended September 30, 2025, we generated $91.0 million in cash flows, based on net income of $38.4 million and after considering the effects of non-cash items related to depreciation, amortization, and gain on dispositions of assets, amortization of debt issuance costs, changes in deferred income taxes, stock-based compensation, provision for losses on accounts receivable, asbestos-related costs, and other operating activities. For the nine months ended September 30, 2024, we generated $87.3 million in cash flows based on net income of $18.6 million and after considering the effects of similar non-cash items and change in environmental liability estimate.

Current wording

•For the three months ended March 31, 2026, we reported a use of $167.2 million in cash flows, based on reported net income of $800.8 million, which includes a $51.8 million loss from continuing operations and $852.6 million income from discontinued operations, and after considering the effects of non-cash items related to depreciation, amortization, and gain on dispositions of assets, amortization of debt issuance costs, changes in deferred income taxes, stock-based compensation, provision for losses on accounts receivable, and other operating activities. For the three months ended March 31, 2025, we generated $23.5 million in cash flows based on reported net income of $12.4 million, which includes $1.9 million income from continuing operations and $10.5 million income from discontinued operations, and after considering the effects of similar non-cash items.

Previous wording

•Increases in accounts receivable resulted in a use of cash of $18.3 million and $15.9 million for the nine months ended September 30, 2025 and September 30, 2024, respectively. The increased use of cash for each of the nine month periods is due primarily to the timing of sales and collection of cash related thereto within the periods. Days sales outstanding of receivables decreased one day through the nine months ended September 30, 2025, and increased one day through the nine months ended September 30, 2024.

Current wording

•Increases in accounts receivable resulted in a use of cash of $23.0 million and $14.7 million for the three months ended March 31, 2026 and March 31, 2025, respectively. The increased use of cash for each of the three month periods is due primarily to the timing of sales and collection of cash related thereto within the periods. Days sales outstanding of receivables increased seven days through the three months ended March 31, 2026, and increased three days through the three months ended March 31, 2025.

Previous wording

•We increased our investment in inventory by $8.4 million and $23.1 million for the nine months ended September 30, 2025 and the nine months ended September 30, 2024, respectively. Our days sales in inventory remained flat through the nine months ended September 30, 2025, and increased by four days through the nine months ended September 30, 2024, as we continued to manage inventory levels, considering our supply needs, and balanced with sales growth within our Packaging and Aerospace segments in both periods.

Current wording

•We increased our investment in inventory by $16.6 million and $4.6 million for the three months ended March 31, 2026 and the three months ended March 31, 2025, respectively. Our days sales in inventory increased five days through the three months ended March 31, 2026 and through the three months ended March 31, 2025, as we continued to manage inventory levels, considering our supply needs, and balanced with sales growth across our segments.

Previous wording

•A decrease in prepaid expenses and other assets resulted in a source of cash of $8.3 million for the nine months ended September 30, 2025, while an increase in prepaid expenses and other assets resulted in a use of cash of $4.6 million for the nine months ended September 30, 2024. These changes were primarily a result of the timing of payments made for income taxes and certain operating expenses.

Current wording

•A decrease in prepaid expenses and other assets resulted in a source of cash of $4.6 million and $3.9 million for the three months ended March 31, 2026, and 2025, respectively. These changes were primarily a result of the timing of payments made for income taxes and certain operating expenses.

Previous wording

•An increase in accounts payable and accrued liabilities resulted in a source of cash of $3.3 million for the nine months ended September 30, 2025, while a decrease in accounts payable and accrued liabilities resulted in a use of cash of $7.0 million for the nine months ended September 30, 2024. Days accounts payable on hand decreased by four days through the nine months ended September 30, 2025, and decreased by nine days for the nine months ended September 30, 2024. Our days accounts payable on hand fluctuate primarily as a result of the timing of payments made to suppliers and the mix of vendors and related terms.

Current wording

•An increase in accounts payable and accrued liabilities resulted in a source of cash of $182.8 million and $1.1 million for the three months ended March 31, 2026, and 2025, respectively. The increase in accounts payable and accrued liabilities for the three months ended March 31, 2026, includes a liability for estimated tax payments of $194.5 million related to the gain on the sale of Aerospace. Days accounts payable on hand (excluding the impact of the estimated tax payment for the three months ended March 31, 2026) decreased by two days through each of the three months ended March 31, 2026 and 2025. Our days accounts payable on hand fluctuate primarily as a result of the timing of payments made to suppliers and the mix of vendors and related terms.

Previous wording

Net cash used for investing activities for the nine months ended September 30, 2025 and September 30, 2024 was $59.6 million and $31.9 million, respectively. During the first nine months of September 30, 2025, we invested $43.7 million in capital expenditures, as we continued our investment in growth, capacity and productivity-related capital projects. We paid $37.7 million, net of cash acquired, to acquire GMT Aerospace. We also received net proceeds of $21.8 million from the sale of our Arrow Engine business and disposition of property and equipment. During the first nine months of September 30, 2024, we invested $36.0 million in capital expenditures and received net proceeds of $4.1 million from disposition of property and equipment.

Current wording

Net cash provided by investing activities for the three months ended March 31, 2026 was $1,431.3 million, while net cash used for investing activities was $29.6 million during the three months ended March 31, 2025. During the three months ended March 31, 2026, we invested $5.2 million in capital expenditures, as we continued our investment in growth, capacity and productivity-related capital projects. We also received combined net proceeds of $1,436.5 million from the sale of our Aerospace business and disposition of property and equipment. During the three months ended March 31, 2025, we invested $12.9 million in capital expenditures, paid $37.2 million, net of cash acquired, to acquire GMT Aerospace, and received net proceeds of $20.5 million from the sale of our Arrow Engine business and disposition of property and equipment.

Previous wording

Net cash used by financing activities was $5.8 million and $12.8 million for the nine months ended September 30, 2025 and September 30, 2024, respectively. During the nine months ended September 30, 2025, we received net proceeds of $4.5 million from borrowings on our revolving credit facilities, paid $1.3 million for debt financing fees, purchased $2.3 million of our outstanding common stock, used a net cash amount of $1.9 million related to our stock compensation arrangements, and paid dividends of $5.0 million. Our reported net proceeds from borrowings on our revolving credit facilities considers the impact of foreign currency translation. During the nine months ended September 30, 2024, we received net proceeds of $13.4 million from borrowings on our revolving credit facilities, purchased $19.3 million of outstanding common stock, used a net cash amount of $1.6 million related to our stock compensation arrangements, paid dividends of $5.0 million, and paid $0.3 million related to other financing liabilities.

Current wording

Net cash used for financing activities was $132.3 million for the three months ended March 31, 2026, while net cash provided by financing activities was $30.1 million during the three months ended March 31, 2025. During the three months ended March 31, 2026, we made net repayments of $72.7 million on our revolving credit facilities, purchased $54.5 million of our outstanding common stock, used a net cash amount of $3.5 million related to our stock compensation arrangements, paid dividends of $1.5 million, and paid $0.1 million related to other financing liabilities. Our reported net proceeds from borrowings on our revolving credit facilities considers the impact of foreign currency translation. During the three months ended March 31, 2025, we received net proceeds of $35.3 million from borrowings on our revolving credit facilities, paid $1.3 million for debt financing fees, purchased $0.5 million of outstanding common stock, used a net cash amount of $1.8 million related to our stock compensation arrangements, paid dividends of $1.6 million, and paid $0.1 million related to other financing liabilities.

Previous wording

We may redeem all or part of the Senior Notes at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, to the redemption date, if redeemed during the twelve-month period beginning on April 15 of the years indicated below:

Current wording

Beginning April 15, 2026, we may redeem all or part of the Senior Notes at par (100% of principal amount), plus accrued and unpaid interest, if any, to the redemption date.

Previous wording

For the nine months ended September 30, 2025, our consolidated subsidiaries that do not guarantee the Senior Notes represented 30% of the total of guarantor and non-guarantor net sales, treating each as a consolidated group and excluding intercompany transactions between guarantor and non-guarantor subsidiaries. In addition, our non-guarantor subsidiaries represented 40% and 15% of the total guarantor and non-guarantor assets and liabilities, respectively, as of September 30, 2025, treating the guarantor and non-guarantor subsidiaries each as a consolidated group.

Current wording

For the three months ended March 31, 2026, our consolidated subsidiaries that do not guarantee the Senior Notes represented 32% of the total of guarantor and non-guarantor net sales, treating each as a consolidated group and excluding intercompany transactions between guarantor and non-guarantor subsidiaries. In addition, our non-guarantor subsidiaries represented 18% and 11% of the total guarantor and non-guarantor assets and liabilities, respectively, as of March 31, 2026, treating the guarantor and non-guarantor subsidiaries each as a consolidated group.

Previous wording

In March 2025, we amended our Credit Agreement to extend the maturity date. We incurred fees and expenses of $1.3 million related to the amendment, all of which was capitalized as debt issuance costs. We also recorded $0.1 million of non-cash expense related to the write-off of previously capitalized deferred financing fees.

Current wording

In March 2025, we amended our existing credit agreement ("Credit Agreement") to extend the maturity date. We incurred fees and expenses of $1.3 million related to the amendment, all of which was capitalized as debt issuance costs. We also recorded $0.1 million of non-cash expense related to the write-off of previously capitalized deferred financing fees. The Credit Agreement consists of a $250.0 million senior secured revolving credit facility, which permits borrowings denominated in specific foreign currencies, subject to a $125.0 million sub limit, maturing on March 31, 2030.

Previous wording

Amounts drawn under our revolving credit facility fluctuate daily based upon our working capital and other ordinary course needs. Availability under our revolving credit facility depends upon, among other things, compliance with our Credit Agreement's financial covenants. Our Credit Agreement contains various negative and affirmative covenants and other requirements affecting us and our subsidiaries, including the ability to, subject to certain exceptions and limitations, incur debt, liens, mergers, investments, loans, advances, guarantee obligations, acquisitions, asset dispositions, sale-leaseback transactions, hedging agreements, dividends and other restricted payments, transactions with affiliates, restrictive agreements and amendments to charters, bylaws, and other material documents. The terms of our Credit Agreement require us and our subsidiaries to meet certain restrictive financial covenants and ratios computed quarterly, including a maximum total net leverage ratio (total consolidated indebtedness plus outstanding amounts under the accounts receivable securitization facility, less the aggregate amount of certain unrestricted cash and unrestricted permitted investments, as defined, over consolidated EBITDA, as defined) and a minimum interest expense coverage ratio (consolidated EBITDA, as defined, over the sum of consolidated cash interest expense, as defined, and preferred dividends, as defined). Our permitted total net leverage ratio under the Credit Agreement is 4.00 to 1.00 as of September 30, 2025. If we were to complete an acquisition which qualifies for a Covenant Holiday Period, as defined in our Credit Agreement, then our permitted total net leverage ratio cannot exceed 4.50 to 1.00 during that period. Our actual total net leverage ratio was 2.29 to 1.00 at September 30, 2025. Our permitted interest expense coverage ratio under the Credit Agreement is 3.00 to 1.00 as of September 30, 2025. Our actual interest expense coverage ratio was 10.46 to 1.00 at September 30, 2025. At September 30, 2025, we were in compliance with our financial covenants.

Current wording

Amounts drawn under our revolving credit facility fluctuate daily based upon our working capital and other ordinary course needs. Availability under our revolving credit facility depends upon, among other things, compliance with our Credit Agreement's financial covenants. Our Credit Agreement contains various negative and affirmative covenants and other requirements affecting us and our subsidiaries, including the ability to, subject to certain exceptions and limitations, incur debt, liens, mergers, investments, loans, advances, guarantee obligations, acquisitions, asset dispositions, sale-leaseback transactions, hedging agreements, dividends and other restricted payments, transactions with affiliates, restrictive agreements and amendments to charters, bylaws, and other material documents. The terms of our Credit Agreement require us and our subsidiaries to meet certain restrictive financial covenants and ratios computed quarterly, including a maximum total net leverage ratio (total consolidated indebtedness plus outstanding amounts under the accounts receivable securitization facility, less the aggregate amount of certain unrestricted cash and unrestricted permitted investments, as defined, over consolidated EBITDA, as defined) and a minimum interest expense coverage ratio (consolidated EBITDA, as defined, over the sum of consolidated cash interest expense, as defined, and preferred dividends, as defined). Our permitted total net leverage ratio under the Credit Agreement is 4.00 to 1.00 as of March 31, 2026. If we were to complete an acquisition which qualifies for a Covenant Holiday Period, as defined in our Credit Agreement, then our permitted total net leverage ratio cannot exceed 4.50 to 1.00 during that period. Our actual total net leverage ratio was 1.84 to 1.00 at March 31, 2026. Our permitted interest expense coverage ratio under the Credit Agreement is 3.00 to 1.00 as of March 31, 2026. Our actual interest expense coverage ratio was 5.62 to 1.00 at March 31, 2026. In December 2025 and March 2026, we amended the Credit Agreement to update certain definitions used in ratio and indebtedness calculations due to the sale of the Aerospace segment. At March 31, 2026, we were in compliance with our financial covenants.

Previous wording

(2) Non-recurring costs and expenses relating to diligence and transaction costs, strike related costs, severance, relocation, and realignment expenses.

Current wording

(2) Non-recurring costs and expenses relating to diligence and transaction costs, system implementation costs, and business restructuring and severance costs.

Previous wording

At September 30, 2025, we had $10.9 million outstanding under our revolving credit facility and had $233.1 million available after giving effect to $6.0 million of letters of credit issued and outstanding. At December 31, 2024, we had $1.5 million outstanding under our revolving credit facility and had $292.2 million available after giving effect to $6.3 million of letters of credit issued and outstanding. Our letters of credit are used for a variety of purposes, including support of certain operating lease agreements, vendor payment terms and other subsidiary operating activities, and to meet various states' requirements to self-insure workers' compensation claims, including incurred but not reported claims. Our borrowing capacity was not reduced by leverage restrictions contained in the Credit Agreement as of September 30, 2025. After consideration of leverage restrictions contained in the Credit Agreement, as of December 31, 2024, we had $216.7 million of borrowing capacity available for general corporate purposes.

Current wording

At March 31, 2026, we had no amounts outstanding under our revolving credit facility and had $243.8 million available after giving effect to $6.2 million of letters of credit issued and outstanding. At December 31, 2025, we had $72.8 million outstanding under our revolving credit facility and had $171.2 million available after giving effect to $6.0 million of letters of credit issued and outstanding. Our letters of credit are used for a variety of purposes, including support of certain operating lease agreements, vendor payment terms and other subsidiary operating activities, and to meet various states' requirements to self-insure workers' compensation claims, including incurred but not reported claims. After consideration of leverage restrictions contained in the Credit Agreement, as of March 31, 2026 we had $190.1 million of borrowing capacity available for general corporate purposes. Our borrowing capacity was not reduced by leverage restrictions contained in the Credit Agreement as of December 31, 2025.

Previous wording

Our weighted average borrowings during the first nine months of 2025 approximated $433.7 million, compared to $437.5 million during the first nine months of 2024, primarily due to borrowings made on our revolving credit facility.

Current wording

Our weighted average borrowings during the three months ended March 31, 2026 approximated $477.8 million, compared to $428.8 million during the three months ended March 31, 2025. Our weighted average borrowings increased year-over-year primarily due to borrowings made on our revolving credit facility to fund share repurchases.

Previous wording

While the majority of our cash on hand as of September 30, 2025 is located outside of the U.S., given available funding under our revolving credit facility of $233.1 million at September 30, 2025, and based on forecasted cash sources and requirements inherent in our business plans, we believe that our liquidity and capital resources, including anticipated cash flows from operations, will be sufficient to meet our debt service, capital expenditure and other short-term and long-term obligations for the foreseeable future, as well as dividends and share repurchases.

Current wording

The majority of our cash on hand as of March 31, 2026 is located within the U.S. Our available funding under our revolving credit facility is $190.1 million at March 31, 2026. Based on forecasted cash sources and requirements inherent in our business plans, we believe that our liquidity and capital resources, including anticipated cash flows from operations, will be sufficient to meet our debt service, capital expenditure and other short-term and long-term obligations for the foreseeable future, as well as dividends and share repurchases.