QUEST DIAGNOSTICS INC

Previous wording

For the six months ended June 30, 2026, we incurred $11 million of pre-tax charges in connection with restructuring and integration activities, including $9 million of employee separation costs, with the remainder including integration costs. Most of the charges will result in cash expenditures. Additional restructuring and integration charges may be incurred in future periods, including as we identify additional opportunities to achieve further savings and productivity improvements.

Current wording

For the nine months ended September 30, 2026, we incurred $14 million of pre-tax charges in connection with restructuring and integration activities, including $10 million of employee separation costs, with the remainder including integration costs. Most of the charges will result in cash expenditures. Additional restructuring and integration charges may be incurred in future periods, including as we identify additional opportunities to achieve further savings and productivity improvements.

Previous wording

•pre-tax charges of $1 million, principally recorded in other operating expense (income), net, or $0.02 per diluted share, primarily representing a loss associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions; partially offset by

Current wording

•pre-tax charges of $4 million, principally recorded in other operating expense, net, or $0.03 per diluted share, primarily representing a loss associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions;

Previous wording

•pre-tax charges of $5 million, principally recorded in other operating expense (income), net, or $0.05 per diluted share, primarily representing a loss associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions; and

Current wording

•pre-tax charges of $9 million, principally recorded in other operating expense, net, or $0.08 per diluted share, primarily representing a loss associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions; and

Previous wording

•pre-tax charges of $6 million, principally recorded in equity in earnings of equity method investees, net of taxes, or $0.04 per diluted share, representing losses associated with changes in the carrying value of our strategic investments; partially offset by

Current wording

•pre-tax charges of $8 million, principally recorded in equity in earnings of equity method investees, net of taxes, or $0.06 per diluted share, representing losses associated with changes in the carrying value of our strategic investments; partially offset by

Previous wording

•pre-tax charges of $30 million, recorded in other operating expense (income), net, or $0.21 per diluted share, primarily representing a $24 million impairment charge on certain long-lived assets related to the exit of a business, and, to a lesser extent, losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions; and

Current wording

•pre-tax charges of $22 million, recorded in other operating expense, net, or $0.15 per diluted share, comprised of a $15 million charge to earnings related to legal matters, a $5 million impairment charge on certain long-lived assets related to the exit of a business and, to a lesser extent, losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions; and

Previous wording

•pre-tax charges of $7 million ($1 million recorded in cost of services and $6 million recorded in selling, general and administrative expenses), or $0.04 per diluted share, primarily associated with workforce reductions and integration costs incurred in connection with further restructuring and integrating our business; partially offset by

Current wording

•pre-tax charges of $11 million ($1 million recorded in cost of services and $10 million recorded in selling, general and administrative expenses), or $0.07 per diluted share, primarily associated with workforce reductions and integration costs incurred in connection with further restructuring and integrating our business; partially offset by

Previous wording

•$3 million of excess tax benefits associated with stock-based compensation arrangements, recorded in income tax expense, or $0.02 per diluted share.

Current wording

•$3 million of excess tax benefits associated with stock-based compensation arrangements, recorded in income tax expense, or $0.03 per diluted share.

Previous wording

•pre-tax charges of $28 million, recorded in other operating expense (income), net, or $0.19 per diluted share, primarily representing a $24 million impairment charge on certain long-lived assets related to the exit of a business and, to a lesser extent, losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions; and

Current wording

•pre-tax charges of $52 million, recorded in other operating expense, net, or $0.36 per diluted share, primarily comprised of a $29 million impairment charge on certain long-lived assets related to the exit of a business, a $15 million charge to earnings related to legal matters and, to a lesser extent, losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions; and

Previous wording

•pre-tax charges of $26 million ($7 million recorded in cost of services and $19 million recorded in selling, general and administrative expenses), or $0.17 per diluted share, primarily associated with workforce reductions and integration costs incurred in connection with further restructuring and integrating our business; partially offset by

Current wording

•pre-tax charges of $37 million ($8 million recorded in cost of services and $29 million recorded in selling, general and administrative expenses), or $0.24 per diluted share, primarily associated with workforce reductions and integration costs incurred in connection with further restructuring and integrating our business; partially offset by

Previous wording

•pre-tax gains of $54 million ($46 million recorded in other operating expense (income), net and $8 million recorded in equity in earnings of equity method investees, net of taxes), or $0.36 per diluted share, from a $46 million payroll tax credit under the CARES Act associated with the retention of employees and, to a lesser extent, an $8 million non-recurring gain related to a lease;

Current wording

•pre-tax gains of $54 million ($46 million recorded in other operating expense, net and $8 million recorded in equity in earnings of equity method investees, net of taxes), or $0.36 per diluted share, from a $46 million payroll tax credit under the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") associated with the retention of employees and, to a lesser extent, an $8 million non-recurring gain related to a lease;

Previous wording

•pre-tax gains of $2 million ($1 million recorded in other income, net and $1 million recorded in equity in earnings of equity method investees, net of taxes), or $0.01 per diluted share, representing net gains associated with changes in the carrying value of our strategic investments; and

Current wording

•pre-tax gains of $2 million ($1 million recorded in other (expense) income, net and $1 million recorded in equity in earnings of equity method investees, net of taxes), or $0.01 per diluted share, representing net gains associated with changes in the carrying value of our strategic investments; and

Previous wording

•$14 million of excess tax benefits associated with stock-based compensation arrangements, recorded in income tax expense, or $0.13 per diluted share.

Current wording

•$15 million of excess tax benefits associated with stock-based compensation arrangements, recorded in income tax expense, or $0.13 per diluted share.

Previous wording

•DIS volume increased by 13.1% compared to the prior year period principally driven by organic growth of 13.0%, of which approximately 9% was due to both our new relationship with Corewell Health to provide Collaborative Lab Solutions and increasing our laboratory testing at dialysis clinics owned by Fresenius Medical Care in the United States. Excluding the Corewell Health and Fresenius Medical Care related testing, organic volume increased by approximately 4% compared to the prior year period.

Current wording

•DIS volume increased by 14.5% compared to the prior year period (principally driven by organic growth of 14.4%) of which 9.5% was due to both our new relationships with Corewell Health to provide Collaborative Lab Solutions and increasing our laboratory testing at dialysis clinics owned by Fresenius Medical Care in the United States. Excluding the Corewell Health and Fresenius Medical Care related testing, volume increased by 5% compared to the prior year period.

Previous wording

•Revenue per requisition decreased by 2.8% compared to the prior year period primarily driven by the business mix associated with our new relationships with Corewell Health and Fresenius Medical Care, which include a greater proportion of routine tests than most of our clinical testing. Excluding the Corewell Health and Fresenius Medical Care business mix impacts, revenue per requisition increased by approximately 3% primarily driven by an increase in the number of tests per requisition.

Current wording

•Revenue per requisition decreased by 4.2% compared to the prior year period primarily driven by the business mix associated with our new relationships with Corewell Health and Fresenius Medical Care, which include a greater proportion of routine tests than most of our clinical testing. Excluding the Corewell Health and Fresenius Medical Care business mix impacts, revenue per requisition increased by 1.7% primarily driven by an increase in the number of tests per requisition.

Previous wording

Net revenues for the three months ended June 30, 2026 increased by 10.2% compared to the prior year period principally driven by organic revenue growth of 10.0%.

Current wording

Net revenues for the nine months ended September 30, 2026 increased by 9.8% compared to the prior year period principally driven by organic revenue growth of 9.6%.

Previous wording

•The increase in DIS revenues compared to the prior year period was principally driven by organic growth of 9.6%.

Current wording

•The increase in DIS revenues compared to the prior year period was principally driven by organic growth of 9.8%.

Previous wording

•DIS volume increased by 12.0% compared to the prior year period principally driven by organic growth of 11.9%, of which approximately 8% was due to both our new relationship with Corewell Health to provide Collaborative Lab Solutions and increasing our laboratory testing at dialysis clinics owned by Fresenius Medical Care in the United States. Excluding the Corewell Health and Fresenius Medical Care related testing, organic volume increased by approximately 4% compared to the prior year period.

Current wording

•DIS volume increased by 12.9% compared to the prior year period (principally driven by organic growth of 12.8%) of which 8.6% was due to both our new relationships with Corewell Health to provide Collaborative Lab Solutions and increasing our laboratory testing at dialysis clinics owned by Fresenius Medical Care in the United States. Excluding the Corewell Health and Fresenius Medical Care related testing, volume increased by 4.3% compared to the prior year period.

Previous wording

•Revenue per requisition decreased by 2.1% compared to the prior year period primarily driven by the business mix associated with our new relationships with Corewell Health and Fresenius Medical Care, which include a greater proportion of routine tests than most of our clinical testing. Excluding the Corewell Health and Fresenius Medical Care business mix impacts, revenue per requisition increased by approximately 2.5% primarily driven by an increase in the number of tests per requisition and favorable test mix.

Current wording

•Revenue per requisition decreased by 2.8% compared to the prior year period primarily driven by the business mix associated with our new relationships with Corewell Health and Fresenius Medical Care, which include a greater proportion of routine tests than most of our clinical testing. Excluding the Corewell Health and Fresenius Medical Care business mix impacts, revenue per requisition increased by 2.4% primarily driven by an increase in the number of tests per requisition and favorable test mix.

Previous wording

DS revenues for the six months ended June 30, 2026 were principally consistent with the prior year period.

Current wording

DS revenues for the nine months ended September 30, 2026 were principally consistent with the prior year period.

Previous wording

For the three months ended June 30, 2026, cost of services increased by $198 million compared to the prior year period. The increase was primarily driven by higher compensation costs and, to a lesser extent, an increase in supplies expense reflecting higher testing volumes, partially offset by cost savings and productivity improvements from our Invigorate program.

Current wording

For the three months ended September 30, 2026, cost of services increased by $188 million compared to the prior year period. The increase was primarily driven by higher compensation costs and, to a lesser extent, an increase in supplies expense reflecting higher testing volumes, partially offset by cost savings and productivity improvements from our Invigorate program.

Previous wording

For the six months ended June 30, 2026, cost of services increased by $362 million compared to the prior year period. The increase was primarily driven by higher compensation costs and, to a lesser extent, an increase in supplies expense reflecting higher testing volumes, partially offset by cost savings and productivity improvements from our Invigorate program.

Current wording

For the nine months ended September 30, 2026, cost of services increased by $550 million compared to the prior year period. The increase was primarily driven by higher compensation costs and, to a lesser extent, an increase in supplies expense reflecting higher testing volumes, partially offset by cost savings and productivity improvements from our Invigorate program.

Previous wording

For the six months ended June 30, 2026, SG&A increased by $71 million compared to the prior period. The increase was primarily driven by higher compensation costs.

Current wording

For the three months ended September 30, 2026, SG&A increased by $22 million compared to the prior period. The increase was primarily driven by higher compensation costs and, to a lesser extent, spend for Project Nova, our multi-year project to modernize our "Order-to-Cash" business processes (see below for further discussion).

Previous wording

For the three months ended June 30, 2026, SG&A increased by $43 million compared to the prior period. The increase was primarily driven by higher compensation costs.

Current wording

For the nine months ended September 30, 2026, SG&A increased by $93 million compared to the prior period. The increase was primarily driven by higher compensation costs.

Previous wording

The changes in the value of our deferred compensation obligations are largely offset by changes in the value of the associated investments, which are recorded in other expense, net. For further details regarding our deferred compensation plans, see Note 17 to the audited consolidated financial statements included in our 2025 Annual Report on Form 10-K.

Current wording

The changes in the value of our deferred compensation obligations are largely offset by changes in the value of the associated investments, which are recorded in other (expense) income, net. For further details regarding our deferred compensation plans, see Note 17 to the audited consolidated financial statements included in our 2025 Annual Report on Form 10-K.

Previous wording

For both the three andsix months ended June 30, 2026, amortization expense was principally consistent with the prior year periods.

Current wording

For both the three andnine months ended September 30, 2026, amortization expense was principally consistent with the prior year periods.

Previous wording

Other operating expense (income), net includes miscellaneous income and expense items and other charges related to operating activities.

Current wording

Other operating expense, net includes miscellaneous income and expense items and other charges related to operating activities.

Previous wording

For both the threeandsix months ended June 30, 2026, other operating expense (income), net primarily represents losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions.

Current wording

For both the three and nine months ended September 30, 2026, other operating expense, net primarily represents losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions.

Previous wording

•$2 million of excess tax benefits associated with stock-based compensation arrangements, recorded in income tax expense, or $0.02 per diluted share.

Current wording

For the three months ended September 30, 2025, other operating expense, net is comprised of a $15 million charge to earnings related to legal matters, an impairment charge of $5 million on certain long-lived assets related to the exit of a business and $2 million of losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions.

Previous wording

For both the three and six months ended June 30, 2025, other operating expense (income), net includes a$46 million gain from a payroll tax credit under the CARES Act associated with the retention of employees. Additionally, during the threeandsix months ended June 30, 2025, we recorded an impairment charge of$24 million on certain long-lived assets related to the exit of a business. Also, both periods include losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions.

Current wording

For the nine months ended September 30, 2025, other operating expense, net includes a $46 million gain from a payroll tax credit under the CARES Act associated with the retention of employees. Additionally, during the nine months ended September 30, 2025, we also recorded an impairment charge of $29 million on certain long-lived assets related to the exit of a business, a $15 million charge to earnings related to legal matters and $8 million of losses associated with the increase in the fair value of the contingent consideration accrual associated with previous acquisitions.

Previous wording

For the three months ended June 30, 2026, interest expense, net decreased by $4 million compared to the prior year period primarily due to lower interest rates associated with our indebtedness and higher interest income on cash and cash equivalents.

Current wording

For the three months ended September 30, 2026, interest expense, net decreased by $5 million compared to the prior year period primarily due to lower interest rates associated with our indebtedness and higher interest income due to higher cash balances.

Previous wording

For the six months ended June 30, 2026, interest expense, net decreased by $8 million compared to the prior year period primarily due to lower interest rates associated with our indebtedness and the repayment in full of the outstanding indebtedness under our $600 million of 3.50% senior notes, which matured on March 30, 2025.

Current wording

For the nine months ended September 30, 2026, interest expense, net decreased by $13 million compared to the prior year period primarily due to lower interest rates associated with our indebtedness and the repayment in full of the outstanding indebtedness under our $600 million of 3.50% senior notes, which matured on March 30, 2025.

Previous wording

Other income, net represents miscellaneous income and expense items related to non-operating activities, such as gains and losses associated with investments and other non-operating assets.

Current wording

Other (expense) income, net represents miscellaneous income and expense items related to non-operating activities, such as gains and losses associated with investments and other non-operating assets.

Previous wording

For the threeand six months ended June 30, 2025, other income, net included $11 million and $9 million, respectively, of gains associated with investments in our deferred compensation plans.

Current wording

For the three and nine months ended September 30, 2026, other (expense) income, net included $0.2 million and $14 million, respectively, of gains associated with investments in our deferred compensation plans.

Previous wording

For the threeand six months ended June 30, 2026, other income, net included $16 million and $14 million, respectively, of gains associated with investments in our deferred compensation plans.

Current wording

For the threeand nine months ended September 30, 2025, other (expense) income, net included $7 million and $16 million, respectively, of gains associated with investments in our deferred compensation plans.

Previous wording

Income tax expense for the three months ended June 30, 2026 and 2025 was $88 million and $97 million, respectively.

Current wording

Income tax expense for the three months ended September 30, 2026 and 2025 was $99 million and $77 million, respectively.

Previous wording

The effective income tax rate for the six months ended June 30, 2026 and 2025 was 21.8% and 23.6%, respectively. The effective income tax rate benefited from $14 million and $12 million of excess tax benefits associated with stock-based compensation arrangements for the six months ended June 30, 2026 and 2025, respectively. The effective income tax rate for the six months ended June 30, 2026 also included income tax benefits of approximately $11 million, or $0.10 per diluted share, primarily related to the favorable resolution of various income tax contingencies.

Current wording

The effective income tax rate for the three months ended September 30, 2026 and 2025 was 23.7% and 23.6%, respectively. The effective income tax rate benefited from $6 million and $3 million of excess tax benefits associated with stock-based compensation arrangements for the three months ended September 30, 2026 and 2025, respectively.

Previous wording

Income tax expense for the six months ended June 30, 2026 and 2025 was $162 million and $156 million, respectively.

Current wording

Income tax expense for the nine months ended September 30, 2026 and 2025 was $261 million and $233 million, respectively.

Previous wording

The effective income tax rate for the three months ended June 30, 2026 and 2025 was 21.5% and 25.1%, respectively. The effective income tax rate benefited from $2 million and $3 million of excess tax benefits associated with stock-based compensation arrangements for the three months ended June 30, 2026 and 2025, respectively. The effective income tax rate for the three months ended June 30, 2026 also included income tax benefits of approximately $11 million, or $0.10 per diluted share, primarily related to the favorable resolution of various income tax contingencies.

Current wording

The effective income tax rate for the nine months ended September 30, 2026 and 2025 was 22.5% and 23.6%, respectively. The effective income tax rate benefited from $20 million and $15 million of excess tax benefits associated with stock-based compensation arrangements for the nine months ended September 30, 2026 and 2025, respectively. The effective income tax rate for the nine months ended September 30, 2026 also included income tax benefits of approximately $11 million, or $0.10 per diluted share, primarily related to the favorable resolution of various income tax contingencies during the three months ended June 30, 2026.

Previous wording

Equity in earnings of equity method investees, net of taxes, decreased by $13 million for the six months ended June 30, 2026, compared to the prior year period, primarily due to the six months ended June 30, 2025 including an $8 million non-recurring gain related to a lease and the six months ended June 30, 2026 including $7 million of losses associated with changes in the carrying value of our strategic investments.

Current wording

Equity in earnings of equity method investees, net of taxes, decreased by $12 million for the nine months ended September 30, 2026, compared to the prior year period, primarily due to the nine months ended September 30, 2025 including an $8 million non-recurring gain related to a lease and the nine months ended September 30, 2026 including $7 million of losses associated with changes in the carrying value of our strategic investments.

Previous wording

As of June 30, 2026 and December 31, 2025, the fair value of our debt was estimated at approximately $5.6 billion and $5.7 billion, respectively, principally using quoted prices in active markets and yields for the same or similar types of borrowings, taking into account the underlying terms of the debt instruments. As of June 30, 2026 and December 31, 2025, the estimated fair value was (less than) more than the carrying value of the debt by $(5) million and $59 million, respectively. A hypothetical 10% increase in interest rates (representing 49 basis points and 44 basis points as of June 30, 2026 and December 31, 2025, respectively) would potentially reduce the estimated fair value of our debt by approximately $152 million and $135 million as of June 30, 2026 and December 31, 2025, respectively.

Current wording

As of September 30, 2026 and December 31, 2025, the fair value of our debt was estimated at approximately $5.4 billion and $5.7 billion, respectively, principally using quoted prices in active markets and yields for the same or similar types of borrowings, taking into account the underlying terms of the debt instruments. As of September 30, 2026 and December 31, 2025, the estimated fair value was (less than) more than the carrying value of the debt by $(133) million and $59 million, respectively. A hypothetical 10% increase in interest rates (representing 56 basis points and 44 basis points as of September 30, 2026 and December 31, 2025, respectively) would potentially reduce the estimated fair value of our debt by approximately $159 million and $135 million as of September 30, 2026 and December 31, 2025, respectively.