ABM INDUSTRIES INC DE

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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ABM Industries Incorporated

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February 14, 2025 As Chairman of the Board of ABM Industries Incorporated, I am honored on behalf of the Board to share the Company's achievements and highlight our areas of focus over the past year. Fiscal 2024 was a period of significant progress and resilience for ABM, marked by notable advancements in the Company’s service offerings, operational efficiency, and strategic growth initiatives.Strategic Oversight and Board FocusTo ensure long-term growth and resilience, the Board is keenly focused on the Company’s ability to adapt to shifting market demands, as we saw with the recent challenges in the commercial real estate market. In fiscal year 2024, ABM continued to deliver essential services and mitigate economic and operational risks. The Board is enthusiastic about management’s strategy to expand the Company’s core capabilities in commercial facility services through investments in advanced technologies that optimize operations, such as smart building systems and AI-driven facility management tools. The Board also supports ABM’s investments in electrical resiliency service lines that are exposed to secular tailwinds such as an aging U.S. electrical grid and the proliferation of datacenters. Cybersecurity remains a top priority, and the Board continues to provide oversight of the Company’s risk management and strategy related to its cybersecurity programs. Corporate responsibility advancements remain a central theme, with the Board supporting the Company’s efforts to enhance workforce satisfaction and retention across ABM’s operations, and also improve energy efficiency in client facilities and reduce carbon emissions. By aligning these priorities with its mission, the Board is helping to position ABM as an innovator and trusted partner in facility services for the long term.Strategy in ActionThroughout the year, ABM made significant strides in enhancing the Company’s service capabilities and expanding its market presence:•ELEVATE Strategy: The Company continued to advance its ELEVATE strategy, emphasizing innovation, technology integration, and service excellence. This approach has enabled ABM to deliver superior value to its clients and solidify its position in the competitive facility services market.•Workforce Productivity Optimization: The introduction of a workforce productivity optimization tool has streamlined operations, resulting in reduced labor usage and improved service delivery.•Microgrid Business Expansion: ABM’s microgrid business has achieved substantial growth in 2024, growing revenue over 2.5 times. This success positions the Company as a leader in energy resiliency solutions.Financial PerformanceIn fiscal 2024, ABM reported revenue of $8.4 billion, reflecting a 3.2% increase over the prior year. The Company achieved healthy adjusted EBITDA and adjusted EBITDA margins despite headwinds in its largest market, commercial real estate. These strong results underscored ABM’s operational efficiency, financial discipline, and strategy of diversification. ABM also thoughtfully

allocated capital in 2024, dedicating roughly 50% of available capital to growth initiatives and the balance returned to stockholders through dividends and share repurchases. Notably, subsequent to the fiscal year-end, the Board approved an 18% increase in the quarterly dividend, reinforcing the Board’s belief in ABM's long-term direction and the Company’s commitment to delivering stockholder value.Future ProspectsLooking forward, the Board is confident in ABM’s ability to achieve long-term revenue and earnings growth and strengthen its competitive position. By continuing to focus on innovation, operational excellence, and strategic investments, the Company aims to meet the evolving needs of its clients while driving stockholder value creation.AppreciationThe Board extends its deepest gratitude to ABM’s dedicated employees, whose unwavering commitment and professionalism are the cornerstone of the Company’s success. The Board also expresses sincere thanks to the management team for their exceptional leadership and vision in navigating the complexities of the year. Together, the Board is confident ABM will build on its legacy of excellence and drive toward a prosperous and sustainable future.

Sincerely,

Sudhakar KesavanChairman of the Board

ITEMS OF BUSINESS

Election of the ten director nominees named in the proxy statement.

Advisory approval of our executive compensation.

Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending October 31, 2025.

Approval of the ABM Industries Incorporated 2021 Equity and Incentive Compensation Plan (Amended and Restated).

Approval of the ABM Industries Incorporated 2025 Employee Stock Purchase Plan.

Transaction of such other business as may properly come before the Annual Meeting.

RECORD DATE

Stockholders of record at the close of business on January 27, 2025, are entitled to notice of, and to vote at the Annual Meeting.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE 2025 ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MARCH 26, 2025: The Notice of Annual Meeting, Proxy Statement and the Annual Report to Stockholders are available on the Internet at www.proxyvote.com.

Whether or not you plan to attend the Annual Meeting, please vote at your earliest convenience by following the instructions in the Notice of Internet Availability of Proxy Materials or the proxy card or voting instruction card you received in the mail.

By Order of the Board of Directors,

David R. Goldman

Vice President and Corporate Secretary

TABLE OF CONTENTS

Note About Forward-Looking Statements

This Proxy Statement contains both historical and forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. We make forward-looking statements related to future expectations, estimates, and projections that are uncertain and often contain words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “likely,” “may,” “outlook,” “plan,” “predict,” “should,” “target,” or other similar words or phrases. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and assumptions that are difficult to predict. Factors that might cause such differences include, but are not limited to, those discussed in Part 1 of ABM’s Annual Report on Form 10-K for the fiscal year ended October 31, 2024 under Item 1A., “Risk Factors,” and we urge readers to consider these risks and uncertainties in evaluating our forward-looking statements. We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

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