AECOM

Previous wording

At December 31, 2025, we had approximately $336 million remaining of the Board’s stock repurchase authorization. On February 4, 2026, the Board approved an increase in our stock repurchase authorization to $1.0 billion. We intend to deploy future available cash towards dividends and stock repurchases consistent with our returns driven capital allocation policy.

Current wording

At March 31, 2026, we had approximately $884 million remaining of the Board’s stock repurchase authorization. On February 4, 2026, the Board approved an increase in our stock repurchase authorization to $1.0 billion. We intend to deploy future available cash towards dividends and stock repurchases consistent with our returns driven capital allocation policy.

Previous wording

Three months ended December 31, 2025 compared to the three months ended December 31, 2024

Current wording

Three and six months ended March 31, 2026 compared to the three and six months ended March 31, 2025

Previous wording

The Company's portion of revenue excluding pass-through revenue attributable to subcontractors increased for the three-month periods ended December 31, 2025. Underlying revenue excluding pass-through revenues increased across most of our end markets as a result of increased investment by large, publicly financed, global programs with infrastructure incentive and spending including including the Infrastructure Investment and Jobs Act and the One Big Beautiful Bill Act in the U.S. and similar large programs in our largest end markets globally. Additionally, a clear trend emerging globally across our markets is the rapid acceleration in national defense spending, and this is contributing to our revenue growth as well as driving growth in our backlog and pipeline of opportunities. Our Water end market has been benefiting from increased investment to address drought, flooding, emerging contaminant remediation, water storage, and clean and safe drinking water. Our Transportation end market has been benefiting from incremental investments across the globe to modernize transportation infrastructure and address growth and urbanization trends, while our Environment end market has been benefiting from infrastructure that requires permitting, compliance, and remediation as well as investments in energy. Our Facilities end market has been benefiting from positive public sector investment, trends in asset maintenance and repositioning as well as demand for modern, efficient facilities. The quantification of the impact of these trends by end market is noted within our Americas and International reportable segments discussion below, where applicable, and represents substantially all of our revenue change.

Current wording

The Company's portion of revenue excluding pass-through revenue attributable to subcontractors increased for both the three and six-month periods ended March 31, 2026. Underlying revenue excluding pass-through revenues increased across most of our end markets as a result of increased investment by large, publicly financed, global programs with infrastructure incentive and spending including the Infrastructure Investment and Jobs Act and the One Big Beautiful Bill Act in the U.S. and similar large programs in our largest end markets globally. For example, in Canada, the federal government is helping drive infrastructure investment with its Major Projects Office and launching a Sovereign Wealth Fund. In the United Kingdom, infrastructure investment is backed by the 10 Year Infrastructure Strategy with £725 billion in long-term funding. Additionally, a clear trend emerging globally across our markets is the rapid acceleration in national defense spending, and this is contributing to our revenue growth as well as driving growth in our backlog and pipeline of opportunities. We are benefiting from the rapid growth in the energy and high-tech sectors driven by robust demand from population and economic growth, widespread electrification, and rapid data center development. Our Water end market has been benefiting from increased investment to address drought, flooding, emerging contaminant remediation, water storage, and clean and safe drinking water. Our Transportation end market has been benefiting from incremental investments across the globe to modernize transportation infrastructure and address growth and urbanization trends, while our Environment end market has been benefiting from infrastructure that requires permitting, compliance, and remediation as well as investments in energy. Our Facilities end market has been benefiting from positive public sector investment, trends in asset maintenance and repositioning as well as demand for modern, efficient facilities. The quantification of the impact of these trends by end market is noted within our Americas and International reportable segments discussion below, where applicable, and represents substantially all of our revenue change.

Previous wording

In the course of providing our services, we routinely subcontract for services and incur other direct costs on behalf of our clients. These costs are passed through to clients and, in accordance with industry practice and GAAP, are included in our revenue and cost of revenue. Because these pass-through revenues can change significantly from project to project and period to period, changes in revenue may not be indicative of business trends. Pass-through revenues for the quarters ended December 31, 2025 and 2024 were $2.0 billion and $2.2 billion, respectively. Pass-through revenue as a percentage of total revenue was 52% and 55% during the three months ended December 31, 2025 and 2024, respectively.

Current wording

In the course of providing our services, we routinely subcontract for services and incur other direct costs on behalf of our clients. These costs are passed through to clients and, in accordance with industry practice and GAAP, are included in our revenue and cost of revenue. Because these pass-through revenues can change significantly from project to project and period to period, changes in revenue may not be indicative of business trends. Pass-through revenues for the three-month periods ended March 31, 2026 and 2025 were $1.9 billion and $1.9 billion, respectively. Pass-through revenue as a percentage of total revenue was 49% and 50% during the three months ended March 31, 2026 and 2025, respectively. Pass-through revenues for the six-month periods ended March 31, 2026 and 2025 were $3.8 billion and $4.1 billion, respectively. Pass-through revenue as a percentage of total revenue was 50% and 53% during the six months ended March 31, 2026 and 2025, respectively.

Previous wording

Our cost of revenue decreased to $3,549.8 million for the three months ended December 31, 2025 compared to $3,745.8 million for the corresponding period last year, a decrease of $196.0 million, or 5.2%.

Current wording

Our cost of revenue decreased to $7,054.5 million for the six months ended March 31, 2026 compared to $7,226.6 million for the corresponding period last year, a decrease of $172.1 million, or 2.4%.

Previous wording

Substantially all of the change in our cost of revenue for the three months ended December 31, 2025 occurred in our Americas and International reportable segments, which is discussed in more detail below.

Current wording

Substantially all of the change in our cost of revenue for the three and six months ended March 31, 2026 occurred in our Americas and International reportable segments, which is discussed in more detail below.

Previous wording

Our gross profit for the three months ended December 31, 2025 increased $12.6 million, or 4.7%, to $281.0 million as compared to $268.4 million for the corresponding period last year. For the three months ended December 31, 2025, gross profit, as a percentage of revenue, increased to 7.3% from 6.7% in the corresponding period last year.

Current wording

Our gross profit for the three months ended March 31, 2026 increased $5.7 million, or 2.0%, to $296.5 million as compared to $290.8 million for the corresponding period last year. For the three months ended March 31, 2026, gross profit, as a percentage of revenue, increased to 7.8% from 7.7% in the corresponding period last year.

Previous wording

Our general and administrative expenses for the three months ended December 31, 2025 increased $0.4 million, or 1.0%, to $40.9 million as compared to $40.5 million for the corresponding period last year. For the three months ended December 31, 2025, general and administrative expenses, as a percentage of revenue, increased to 1.1% from 1.0% in the corresponding period last year.

Current wording

Our general and administrative expenses for the six months ended March 31, 2026 increased $4.6 million, or 5.7%, to $85.1 million, as compared to $80.5 million for the corresponding period last year. For the six months ended March 31, 2026, general and administrative expenses, as a percentage of revenue, increased to 1.1% as compared to 1.0% in the corresponding period last year.

Previous wording

Restructuring and acquisition costs are comprised of personnel costs, real estate costs, and costs associated with business acquisitions and exits. During the three months ended December 31, 2025, we incurred total restructuring and acquisition costs of $27.9 million, primarily related to actions taken for acquisitions and optimizing our organization structure. No new restructuring costs were incurred during the three months ended December 31, 2024.

Current wording

Restructuring and acquisition costs are comprised of personnel costs, real estate costs, and costs associated with optimizing our organizational structure that position us for broader deployment of AI and technology tools to drive efficiencies. During the three and six months ended March 31, 2026, we incurred total restructuring and acquisition costs of $13.6 million and $41.5 million, respectively, primarily related to actions taken for acquisitions and optimizing our organization structure. No new restructuring costs were incurred during the three and six months ended March 31, 2025.

Previous wording

The increase in other income for the three months ended December 31, 2025 was primarily due to the increase in fair value of our investments measured at fair value.

Current wording

The increases in other income for the three and six months ended March 31, 2026 was primarily due to the increases in fair values of our investments measured at fair value.

Previous wording

The decrease in interest income for the three months ended December 31, 2025 was primarily due to a decrease in our interest-bearing assets.

Current wording

The decrease in interest income for the three and six months ended March 31, 2026 was primarily due to a decrease in our interest-bearing assets.

Previous wording

The increase in interest expense for the three months ended December 31, 2025 was primarily due to an increase in our interest-bearing liabilities.

Current wording

The increase in interest expense for the three and six months ended March 31, 2026 was primarily due to an increase in our interest-bearing liabilities.

Previous wording

Our income tax expense for the three months ended December 31, 2025 was $39.0 million as compared to $29.3 million in the corresponding period last year. The increase in tax expense for the current period compared to the corresponding period last year was due primarily to a tax benefit of $20.1 million recognized in the first quarter of fiscal 2025 related to deferred tax assets, partially offset by the tax impact of a decrease in pre-tax income of $19.6 million, tax benefit of $3.1 million related to return to provision adjustments, and a reduction in tax expense of $2.6 million related to state income taxes.

Current wording

Our income tax expense for the six months ended March 31, 2026 was $66.0 million as compared to $80.5 million in the corresponding period last year. The decrease in tax expense for the current period compared to the corresponding period last year was due primarily to a tax benefit of $54.7 million related to deferred tax assets recognized due to legal entity restructuring implemented in the second quarter of fiscal 2026, a decrease in tax expense of $6.1 million related to state income taxes, and a decrease in tax expense of $4.3 million related to foreign residual income, partially offset by tax expense of $34.4 million related to changes in uncertain tax positions and a tax benefit of $20.1 million related to deferred tax assets recognized due to legal entity restructuring implemented in the first quarter of fiscal 2025.

Previous wording

Net loss from discontinued operations was $65.9 million for the three months ended December 31, 2025 compared to net loss of $9.6 million for the three months ended December 31, 2024, an increase of $56.3 million.

Current wording

Net loss from discontinued operations was $4.2 million for the three months ended March 31, 2026 compared to net loss of $10.3 million for the three months ended March 31, 2025, an increase of $6.1 million.

Previous wording

The increase in net loss from discontinued operations for the three months ended December 31, 2025 was primarily due to a change in our expected recovery on a deactivation, demolition, and removal project in the current year.

Current wording

The increase in net loss from discontinued operations for the six months ended March 31, 2026 was primarily due to a change in our expected recovery on a deactivation, demolition, and removal project in the first quarter of the current year.

Previous wording

The factors described above resulted in net income attributable to AECOM of $74.5 million for the three months ended December 31, 2025 as compared to net income attributable to AECOM of $167.0 million for the three months ended December 31, 2024.

Current wording

The factors described above resulted in net income attributable to AECOM of $179.9 million and $254.4 million for the three and six months ended March 31, 2026, respectively, as compared to net income attributable to AECOM of $143.4 million and $310.4 million for the three and six months ended March 31, 2025, respectively.

Previous wording

The decrease in revenue was primarily due to a $198.4 million decrease in pass-through revenues on contracts for which we subcontract work on behalf of our clients compared to the corresponding period in the prior year. Revenue for the three months ended December 31, 2025 was also adversely affected by approximately 3 percentage points due to fewer working days compared to the corresponding period in the prior year. The decrease in revenue from the Americas was primarily due to our Facilities end market, which decreased $191.2 million, or 9.9%, and was partially offset from increased project activity in our Transportation end market of $36.2 million, or 6.3%, and an increase in our Water and Environment end markets of $43.8 million, or 8.1%, compared to the corresponding period last year.

Current wording

The decrease in revenues was primarily due to a $253.2 million decrease in pass-through revenues on contracts for which we subcontract work on behalf of our clients compared to the corresponding period in the prior year. The decrease in revenue was also due to a decrease in our Facilities end market, which decreased $268.8 million, or 7.4%, and was partially offset by increased project activity in our Transportation end market of $106.0 million, or 9.0%, and an increase in our Water and Environment end markets of $91.5 million, or 8.5%, compared to the corresponding period last year.

Previous wording

The decrease in cost of revenue for the three months ended December 31, 2025 was primarily due to fewer working days for the first three months of fiscal year 2026 and the decreases in subcontractor and other direct costs offset by increased project activity.

Current wording

The decrease in cost of revenue for the six months ended March 31, 2026 was primarily due to the decreases in subcontractor and other direct costs partially offset by increased project activity.

Previous wording

The increase in gross profit and gross profit as a percentage of revenue for the three months ended December 31, 2025 was primarily due to the benefit from restructuring actions taken last year, growth in enterprise capability centers, ongoing continuous improvement initiatives, and growth in higher margin advisory services.

Current wording

The increase in gross profit and gross profit as a percentage of revenue for the three and six months ended March 31, 2026 was primarily due to the benefit from restructuring actions taken last year, growth in enterprise capability centers, ongoing continuous improvement initiatives, and growth in higher margin advisory services.

Previous wording

The decrease in revenue for the three months ended December 31, 2025 was primarily due to a 3 percentage point decrease in working days, and by a decrease in pass-through revenues of $34.5 million, compared to the corresponding period in the prior year. Revenue decreased in our Facilities end market by $51.1 million, or 13.4%, and in our Transportation end market by $29.5 million, or 9.8%, partially offset by increased project activity in our Water and Environment end market of $26.5 million, or 13.9%, compared to the corresponding period last year.

Current wording

The decrease in revenue for the six months ended March 31, 2026 was primarily due to a $31.5 million decrease in pass-through revenues, compared to the corresponding period in the prior year. Revenue decreased in our Transportation end market by $48.4 million, or 8.2%, and in our Facilities end market by $41.6 million, or 5.6%, partially offset by an increase in our Water and Environment end markets of $37.4 million, or 9.6%, compared to the corresponding period last year.

Previous wording

The decrease in cost of revenue for the three months ended December 31, 2025 was due to fewer working days in the first three months of fiscal year 2026 and the decreases in subcontractor and other direct costs as well as improved project execution.

Current wording

The decrease in cost of revenue for the six months ended March 31, 2026 was primarily due to the $31.5 million decrease in subcontractor and other direct costs compared the corresponding period last year.

Previous wording

The decreases in gross profit and gross profit as a percentage of revenue for the three months ended December 31, 2025 were primarily due to decreases in Asia and Australia, which were partially offset by an increase in Europe.

Current wording

The decreases in gross profit and gross profit as a percentage of revenue for the three months ended March 31, 2026 were primarily due to decreases in Asia and the Middle East, which were partially offset by increases in Europe and Australia.

Previous wording

Equity in earnings of joint ventures for the three months ended December 31, 2025 decreased $0.5 million, or 41.7%, to $0.7 million compared to $1.2 million for the corresponding period last year. The decrease in equity in earnings of joint ventures for the three months ended December 31, 2025 was primarily due to favorable earnings of an investment in the prior year compared to the current year.

Current wording

Equity in earnings of joint ventures for the three months ended March 31, 2026 increased $2.7 million, or 128.6%, to $0.6 million compared to a loss $2.1 million for the corresponding period last year. Equity in earnings of joint ventures for the six months ended March 31, 2026 increased $2.2 million to $1.3 million compared to a loss of $0.9 million for the corresponding period last year. The increases in equity in earnings of joint ventures for the three and six months ended March 31, 2026 was primarily due to favorable earnings of investments in the current year compared to the prior year.

Previous wording

At December 31, 2025, cash and cash equivalents were $1,246.7 million, a decrease of $339.0 million from $1,585.7 million at September 30, 2025.

Current wording

At March 31, 2026, cash and cash equivalents were $1,034.3 million, a decrease of $551.4 million from $1,585.7 million at September 30, 2025.

Previous wording

Net cash provided by operating activities was $70.2 million for the three months ended December 31, 2025 as compared to $151.1 million for the three months ended December 31, 2024. The change was primarily attributable to a decrease in net income of approximately $85.7 million, and an increase in cash used by changes in working capital of $97.3 million, partially offset by an increase in adjustments for non-cash items of approximately $102.3 million. The sale of trade receivables to financial institutions included in operating cash flows increased $12.3 million during the three months ended December 31, 2025 compared to the three months ended December 31, 2024. We expect to continue to sell trade receivables in the future as long as the terms continue to remain favorable to us.

Current wording

Net cash provided by operating activities was $74.0 million for the six months ended March 31, 2026 as compared to $341.7 million for the six months ended March 31, 2025. The change was primarily attributable to a decrease in net income of approximately $54.9 million, which was impacted by a longer than anticipated claims resolution process, and an increase in cash used by changes in working capital of $282.1 million, partially offset by an increase in adjustments for non-cash items of approximately $69.3 million. The sale of trade receivables to financial institutions included in operating cash flows decreased $13.6 million during the six months ended March 31, 2026 compared to the six months ended March 31, 2025. We expect to continue to sell trade receivables in the future as long as the terms continue to remain favorable to us.

Previous wording

Net cash used in financing activities was $374.2 million for the three months ended December 31, 2025 as compared to $121.3 million for the three months ended December 31, 2024. The change from the prior year was primarily attributable to a $270.7 million increase in cash used to repurchase common stock. Total borrowings under our Credit Agreement may vary during the period as we regularly draw and repay amounts to fund working capital.

Current wording

Net cash used in financing activities was $547.4 million for the six months ended March 31, 2026 as compared to $236.4 million for the six months ended March 31, 2025. The change from the prior year was primarily attributable to a $308.2 million increase in cash used to repurchase common stock. Total borrowings under our Credit Agreement may vary during the period as we regularly draw and repay amounts to fund working capital.

Previous wording

Working capital, or current assets less current liabilities, decreased $191.3 million, or 23.9%, to $610.1 million at December 31, 2025 from $801.4 million at September 30, 2025. Net accounts receivable and contract assets, net of contract liabilities, increased to $3,292.3 million at December 31, 2025 from $3,194.4 million at September 30, 2025.

Current wording

Working capital, or current assets less current liabilities, decreased $183.1 million, or 22.9%, to $618.3 million at March 31, 2026 from $801.4 million at September 30, 2025. Net accounts receivable and contract assets, net of contract liabilities, increased to $3,505.2 million at March 31, 2026 from $3,194.4 million at September 30, 2025.

Previous wording

Days Sales Outstanding (DSO), which includes net accounts receivable and contract assets, net of contract liabilities, was 77 days at December 31, 2025 compared to 74 days at September 30, 2025.

Current wording

Days Sales Outstanding (DSO), which includes net accounts receivable and contract assets, net of contract liabilities, was 83 days at March 31, 2026 compared to 74 days at September 30, 2025.

Previous wording

On April 19, 2024, we entered into Amendment No. 14 to Syndicated Facility Agreement (as amended, modified or otherwise supplemented, the "Credit Agreement"), pursuant to which we obtained a new $1,500,000,000 revolving credit facility (the “New Revolving Credit Facility”), a new $750,000,000 term loan A facility (the “New Term A Facility” and, together with the New Revolving Credit Facility, the “New Pro Rata Facilities”) and a new $700,000,000 term loan B facility (the “New Term B Facility” and, together with the New Pro Rata Facilities, the “New Credit Facilities”). The New Revolving Credit Facility and the New Term A Facility mature on April 19, 2029. The New Term B Facility matures on April 19, 2031. The New Term A Facility and the New Term B Facility were borrowed in full on April 19, 2024 in U.S. dollars. Loans under the New Revolving Credit Facility may be borrowed, and letters of credit thereunder may be issued, in U.S. dollars or in certain foreign currencies. The New Credit Facilities replace in full our existing revolving credit facility, term loan A facility and term loan B facility, and borrowings under the New Credit Facilities were used to refinance in full our existing credit facilities and for general corporate purposes. The Credit Agreement permits us to designate certain of our subsidiaries as additional co-borrowers from time to time. Currently, there are no co-borrowers under the New Credit Facilities. On October 29, 2024, we entered into Amendment No. 15 to Syndicated Facility Agreement, pursuant to which we reduced the interest rate spread applicable to our New Term B Facility.

Current wording

On March 10, 2026 (the "Amendment Effective Date"), we and certain of our subsidiaries entered into Amendment No. 16 to Syndicated Facility Agreement ("Amendment") with Bank of America, N.A. as administrative agent (the "Administrative Agent") and the other lenders party thereto, which amended the Syndicated Facility Agreement, dated October 17, 2014, to which we and certain of our subsidiaries are party (as amended prior to the Amendment Effective Date, the "Existing Credit Agreement" and as amended by the Amendment, the "Credit Agreement"), pursuant to which we obtained a new $1,500,000,000 revolving credit facility (the “Revolving Credit Facility”), a new $950,000,000 term loan A facility (the “Term Loan A Facility” and a new $500,000,000 term loan B facility (the “Term Loan B Facility” and, together with the Revolving Credit Facility and the Term Loan A Facility, the "Amended Facilities"). The Revolving Credit Facility and the Term Loan A Facility mature on March 10, 2031, which represents a two-year extension of the maturity date applicable to such facilities under the Existing Credit Agreement. The Term Loan B Facility matures on April 19, 2031, which is unchanged from the Existing Credit Agreement. The Term Loan A Facility and the Term Loan B Facility were borrowed in full on the Amendment Effective Date in U.S. dollars. Loans under the Revolving Credit Facility may be borrowed, and letters of credit thereunder may be issued, in U.S. dollars or in certain foreign currencies. The Amended Facilities replace in full our existing revolving credit facility and term loan facilities under the Existing Credit Agreement, and borrowings under the Amended Facilities were used on the Amendment Effective Date to refinance in full our existing credit facilities under the Existing Credit Agreement. The Credit Agreement permits us to designate certain of our subsidiaries as additional co-borrowers from time to time. Currently, there are no co-borrowers under the Amended Facilities.

Previous wording

Borrowings under (a) the New Revolving Credit Facility (in U.S. dollars) and the New Term A Facility bear interest at a rate per annum equal to, at our option, (i) a Term SOFR rate (with a 0% floor and SOFR adjustment of 0.10%) or (ii) a base rate (with a 0% floor), in each case, plus an applicable margin of 1.225% in the case of the Term SOFR rate and 0.225% in the case of the base rate, and (b) the New Revolving Credit Facility in currencies other than U.S. dollars bear interest at a rate per annum equal to the applicable reference rate for such currency (including any related adjustments), plus an applicable margin of 1.225%. The applicable margin is subject, in each case, to adjustment based on our consolidated leverage ratio from time to time.

Current wording

Borrowings under (a) the Revolving Credit Facility (in U.S. dollars) and the Term Loan A Facility bear interest at a rate per annum equal to, at our option, (i) excluding the sustainability adjustment, a SOFR rate (with a 0% floor) plus a margin ranging from 1.125% to 2% or (ii) a base rate (with a 0% floor) plus a margin ranging from 0.125% to 1%, in each case, with the actual margin determined from time to time on the basis of our consolidated leverage ratio; and (b) the Revolving Credit Facility in currencies other than U.S. dollars bear interest at a rate per annum equal to the applicable reference rate for such currency (including any related adjustments), plus the same margin applicable to SOFR rate loans. An unused commitment fee ranging from 0.15% to 0.30% (with the actual fee amount determined from time to time on the basis of our consolidated leverage ratio) is payable on the average daily undrawn portion of the commitments in respect of the Revolving Credit Facility.

Previous wording

Borrowings under the New Term B Facility, after giving effect to Amendment No. 15 to Syndicated Facility Agreement, bear interest at a rate per annum equal to, at our option, (a) a Term SOFR rate (with a 0% floor and a SOFR adjustment of 0%) or (b) a base rate (with a 0% floor), in each case, plus an applicable margin of 1.75% in the case of the Term SOFR rate and 0.75% in the case of the base rate.

Current wording

Borrowings under the Term Loan B Facility bear interest at a rate per annum equal to, at our option, (a) a SOFR rate (with a 0% floor) or (b) a base rate (with a 0% floor), in each case, plus an applicable margin of 1.50% in the case of the SOFR rate and 0.50% in the case of the base rate. Such applicable margin represents a 0.25% reduction from that applicable under the Existing Credit Agreement.

Previous wording

Certain of our material subsidiaries (the “Guarantors”) have guaranteed our obligations of the borrowers under the Credit Agreement, subject to certain exceptions. The borrowers’ obligations under the Credit Agreement are secured by a lien on substantially all of our assets and the Guarantors’ assets, subject to certain exceptions.

Current wording

Certain of our subsidiaries (the “Guarantors”) have guaranteed our obligations under the Credit Agreement and the obligations under the Credit Agreement are secured by a lien on substantially all of the assets of ours and the Guarantors, subject to certain exceptions.

Previous wording

The Credit Agreement contains customary negative covenants that include, among other things, limitations on our ability and certain of our subsidiaries, subject to certain exceptions, to incur liens and debt, make investments, dispositions, and restricted payments, change the nature of our business, consummate mergers, consolidations and the sale of all or substantially all of our respective assets and transact with affiliates. We are also required to maintain a consolidated leverage ratio of less than or equal to 4.00 to 1.00 (subject to certain adjustments in connection with permitted acquisitions), tested on a quarterly basis (the “Financial Covenant”). The Financial Covenant does not apply to the New Term B Facility. As of December 31, 2025, we were in compliance with the covenants of the Credit Agreement.

Current wording

The Credit Agreement contains customary negative covenants that include, among other things, limitations or restrictions on our ability and our subsidiaries, subject to certain exceptions, to incur liens and debt, make investments, dispositions, and restricted payments, change the nature of our business, consummate mergers, consolidations and the sale of all or substantially all of our respective assets and transact with affiliates. We are also required to maintain a consolidated leverage ratio of less than or equal to 4.00 to 1.00 (subject to certain adjustments in connection with permitted acquisitions), tested on a quarterly basis. Such financial covenant does not apply to the Term B Facility. As of March 31, 2026, we were in compliance with the covenants of the Credit Agreement.

Previous wording

At December 31, 2025 and September 30, 2025, letters of credit totaled $4.4 million and $4.4 million, respectively, under our New Revolving Credit Facility. As of December 31, 2025 and September 30, 2025, we had $1,495.6 million and $1,495.6 million, respectively, available under our New Revolving Credit Facility.

Current wording

At March 31, 2026 and September 30, 2025, letters of credit totaled $4.4 million and $4.4 million, respectively, under the Revolving Credit Facility. As of March 31, 2026 and September 30, 2025, we had $1,495.6 million and $1,495.6 million, respectively, available under the Revolving Credit Facility.

Previous wording

On July 22, 2025, we completed an offering of $1,200,000,000 aggregate principal amount of our 6.000% Senior Notes due 2033 (the “2033 Senior Notes”). As of December 31, 2025, the estimated fair value of the 2033 Senior Notes was approximately $1,222.5 million. The fair value of the 2033 Senior Notes as of December 31, 2025 was derived by taking the mid-point of the trading prices from an observable market input (Level 2) in the secondary bond market and multiplying it by the outstanding balance of the 2033 Senior Notes.

Current wording

On July 22, 2025, we completed an offering of $1,200,000,000 aggregate principal amount of our 6.000% Senior Notes due 2033 (the “2033 Senior Notes”). As of March 31, 2026, the estimated fair value of the 2033 Senior Notes was approximately $1,197.0 million. The fair value of the 2033 Senior Notes as of March 31, 2026 was derived by taking the mid-point of the trading prices from an observable market input (Level 2) in the secondary bond market and multiplying it by the outstanding balance of the 2033 Senior Notes.

Previous wording

Other debt consists primarily of obligations under capital leases and loans, and unsecured credit facilities. The unsecured credit facilities are primarily used for standby letters of credit issued in connection with general and professional liability insurance programs and for contract performance guarantees. At December 31, 2025 and September 30, 2025, these outstanding standby letters of credit totaled $926.6 million and $899.4 million, respectively. As of December 31, 2025, we had $399.0 million available under these unsecured credit facilities.

Current wording

Other debt consists primarily of obligations under capital leases and loans, and unsecured credit facilities. The unsecured credit facilities are primarily used for standby letters of credit issued in connection with general and professional liability insurance programs and for contract performance guarantees. At March 31, 2026 and September 30, 2025, these outstanding standby letters of credit totaled $900.1 million and $899.4 million, respectively. As of March 31, 2026, we had $419.3 million available under these unsecured credit facilities.

Previous wording

Our average effective interest rate on our total debt, including the effects of the interest rate swap agreements and interest rate cap agreements during the three months ended December 31, 2025 and 2024 was 5.3% and 5.2%, respectively.

Current wording

Our average effective interest rate on our total debt, including the effects of the interest rate swap agreements and interest rate cap agreements during the six months ended March 31, 2026 and 2025 was 5.3% and 5.1%, respectively.

Previous wording

Interest expense in the consolidated statements of operations included amortization of deferred debt issuance costs for the three months ended December 31, 2025 of $1.4 million and for the three months ended December 31, 2024 of $1.4 million.

Current wording

Interest expense in the consolidated statements of operations included amortization of deferred debt issuance costs for the three and six months ended March 31, 2026 of $3.5 million and $4.9 million, respectively, and for the three and six months ended March 31, 2025 of $1.2 million and $2.6 million, respectively.

Previous wording

Under the New Revolving Credit Facility and other facilities discussed in Other Debt and Other Items above, as of December 31, 2025, there was approximately $931.0 million, including both continuing and discontinued operations, outstanding under standby letters of credit primarily issued in connection with general and professional liability insurance programs and for contract performance guarantees. For those projects for which we have issued a performance guarantee, if the project subsequently fails to meet guaranteed performance standards, we may either incur significant additional costs or be held responsible for the costs incurred by the client to achieve the required performance standards.

Current wording

Under the Revolving Credit Facility and other facilities discussed in Other Debt and Other Items above, as of March 31, 2026, there was approximately $904.5 million, including both continuing and discontinued operations, outstanding under standby letters of credit primarily issued in connection with general and professional liability insurance programs and for contract performance guarantees. For those projects for which we have issued a performance guarantee, if the project subsequently fails to meet guaranteed performance standards, we may either incur significant additional costs or be held responsible for the costs incurred by the client to achieve the required performance standards.

Previous wording

We recognized on our balance sheet the funded status of our pension benefit plans, measured as the difference between the fair value of plan assets and the projected benefit obligation. At December 31, 2025, our defined benefit pension plans had an aggregate deficit (the excess of projected benefit obligations over the fair value of plan assets) of approximately $77.2 million. The total amounts of employer contributions paid for the three months ended December 31, 2025 were $2.4 million for U.S. plans and $6.4 million for non-U.S. plans. Funding requirements for each plan are determined based on the local laws of the country where such plan resides. In some countries, the funding requirements are mandatory while in other countries, they are discretionary. There is a required minimum contribution for one of our domestic plans; however, we may make additional discretionary contributions. In the future, such pension funding may increase or decrease depending on changes in the levels of interest rates, pension plan performance and other factors. In addition, we have collective bargaining agreements with unions that require us to contribute to various third-party multiemployer plans that we do not control or manage. For the year ended September 30, 2025, we contributed $2.7 million to multiemployer pension plans.

Current wording

We recognized on our balance sheet the funded status of our pension benefit plans, measured as the difference between the fair value of plan assets and the projected benefit obligation. At March 31, 2026, our defined benefit pension plans had an aggregate deficit (the excess of projected benefit obligations over the fair value of plan assets) of approximately $66.5 million. The total amounts of employer contributions paid for the six months ended March 31, 2026 were $4.4 million for U.S. plans and $11.8 million for non-U.S. plans. Funding requirements for each plan are determined based on the local laws of the country where such plan resides. In some countries, the funding requirements are mandatory while in other countries, they are discretionary. There is a required minimum contribution for one of our domestic plans; however, we may make additional discretionary contributions. In the future, such pension funding may increase or decrease depending on changes in the levels of interest rates, pension plan performance and other factors. In addition, we have collective bargaining agreements with unions that require us to contribute to various third-party multiemployer plans that we do not control or manage. For the year ended September 30, 2025, we contributed $2.7 million to multiemployer pension plans.