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QUANTA SERVICES, INC.

For the period ended Mar 31, 2026. Filed Apr 30, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed Apr 30, 2026

PWR$540.90+6.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-10-30.

0001050915-25-000111

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-04-30.

0001050915-26-000016

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 107 previous paragraphs and 81 current paragraphs.

46 unchanged; 33 reworded; 1 added; 21 removed; 7 previous and 1 current paragraphs rearranged.

Tables are not compared: 8 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (1)

Current report

(1) Amount represents unsecured notes issued under our commercial paper program, which allows for amaximum aggregate amount of $2.80 billion of notes outstanding at any time. Available commitments for revolving loans under our senior credit facility must be maintained to provide credit support for notes issued under our commercial paper program, and therefore such notes effectively reduce the available capacity under our senior credit facility.
Removed paragraphs (21)

Previous report

During the three months ended March 31, 2025, our Chief Executive Officer reevaluated how performance of the business is assessed and how resources are allocated, which resulted in a change in the reporting of management’s internal financial information. As a result, beginning with the three months ended March 31, 2025, we began reporting the results of our two operating segments, which are also our two reportable segments: (1) Electric Infrastructure Solutions (Electric) and (2) Underground Utility and Infrastructure Solutions (Underground and Infrastructure). The Electric segment consists of the historical Electric Power Infrastructure Solutions and the Renewable Energy Infrastructure Solutions segments. In conjunction with this change, certain prior period amounts have been recast to conform to this new segment reporting structure.

Previous report

In August 2025, we issued $1.50 billion aggregate principal amount of senior notes and received net proceeds of $1.48 billion, net of the original issue discount, underwriting discounts and deferred financing costs, and used the proceeds to repay certain outstanding borrowings. Our debt financing arrangements are more fully described in Note 8 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report.

Previous report

Nine months ended September 30, 2025 compared to the nine months ended September 30, 2024

Previous report

Selling, general and administrative expenses. The increase was primarily attributable to $157.7 million related to recently acquired businesses and a $44.8 million increase in acquisition and integration costs. Also contributing to the increase was a $23.0 million increase in compensation expense, largely associated with increased incentive compensation due to increased levels of profitability.

Previous report

Other income (expense), net. The decrease was primarily attributable to $16.4 million recognized in the nine months ended September 30, 2024 that resulted from the equity in earnings and a gain from the sale of an investment in a non-integral unconsolidated affiliate, $5.0 million of which was attributable to a non-controlling interest, as further described in Note 6 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report.

Previous report

Provision for income taxes. The effective income tax rates for the nine months ended September 30, 2025 and 2024 were 25.2% and 22.5%. The higher effective tax rate for the nine months ended September 30, 2025 was primarily due to a lower tax benefit from equity incentive awards. The impact was $22.0 million less benefit in the nine months ended September 30, 2025 compared to the same period in the prior year.

Previous report

The following table sets forth segment revenues, segment operating income (loss) and operating margins for the periods indicated, as well as the dollar and percentage change from the prior period (dollars in thousands), with certain of our segment results of operations recast to conform to our current segment reporting structure as described above:

Previous report

Operating Income. The increase in operating income for the three months ended September 30, 2025 was primarily due to increased revenues. The increase in operating margin for the three months ended September 30, 2025 was primarily due to the overall mix of work performed in the period.

Previous report

Nine months ended September 30, 2025 compared to the nine months ended September 30, 2024

Previous report

Revenues. The increase in revenues for the nine months ended September 30, 2025 was primarily due to approximately $1.71 billion in revenues attributable to acquired businesses, as well as increased demand for our services.

Previous report

Operating Income. The increase in operating income for the nine months ended September 30, 2025 was primarily due to the increase in revenues. The increase in operating margin for the nine months ended September 30, 2025 was primarily due to the overall mix of work performed in the period. Operating margin for the nine months ended September 30, 2024 was also negatively impacted by decreased operating income margins on various solar projects in the United States that were the result of decreased productivity.

Previous report

Revenues. The increase in revenues for the nine months ended September 30, 2025 was primarily due to approximately $520 million in revenues attributable to acquired businesses as well as increased demand for our services.

Previous report

The industrial project that impacted operating income and margin for the three months ended June 30, 2025 has experienced scope growth and resulting cost increases, for which we believe the customer is primarily responsible. Discussions with the customer and assessments are currently ongoing with respect to the scope changes, including the related cost and schedule impacts.

Previous report

The increase in corporate and non-allocated costs during the nine months ended September 30, 2025 was primarily due to an $88.8 million increase in intangible asset amortization and a $37.1 million increase in compensation expense, which was attributable to increased salaries, incentive compensation and non-cash stock compensation expense in support of business growth and, with respect to incentive compensation, increased levels of profitability. Also contributing to the increase was a $29.6 million increase in acquisition and integration costs and a $18.5 million increase in expense related to change in fair value of contingent consideration liabilities.

Previous report

(2)The amount for the nine months ended September 30, 2024 is a loss of $11.9 million on the disposition of a non-core business, partially offset by a gain of $7.5 million as a result of the sale of a non-integral equity method investment.

Previous report

During the nine months ended September 30, 2025, we completed the acquisition of five businesses in which a portion of the consideration, net of cash acquired, consisted of $1.78 billion in cash paid on the respective acquisition dates, funded with a combination of cash and cash equivalents, borrowings under our debt financing arrangements and proceeds from the issuance of senior notes. For additional information regarding our recent acquisitions, refer to Note 5 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report.

Previous report

In July 2025, we extended the maturity date for revolving loans under the credit agreement for our senior credit facility from July 31, 2029 to July 31, 2030. In August 2025, we issued $1.50 billion aggregate principal amount of senior notes and received net proceeds of $1.48 billion, net of the original issue discount, underwriting discounts and deferred financing costs, and used the proceeds to repay certain borrowings that were utilized to acquire Dynamic Systems. For additional information regarding the issuance of the senior notes, see Note 8 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report.

Previous report

Net cash used in investing activities in the nine months ended September 30, 2024 included $1.72 billion related to acquisitions, $457.1 million of capital expenditures and $72.6 million cash paid primarily for non-integral equity method investments. Partially offsetting these items were $67.2 million of proceeds from the sale of, and insurance settlements related to, property and equipment; $31.2 million of proceeds from the disposition of a non-core business and $29.2 million of proceeds from the sale of a non-integral equity investment.
Reworded paragraphs (33)

Previous wording

Our 2025 results reflect increased demand for our services, as consolidated revenues and operating income increased as compared to 2024, with increased revenues and operating income in both our Electric and Underground and Infrastructure segments.

Current wording

Our first quarter 2026 results reflect increased demand for our services, as consolidated revenues and operating income increased as compared to the first quarter of 2025, with increased revenues and operating income in both our Electric Infrastructure Solutions (Electric) and Underground Utility and Infrastructure Solutions (Underground and Infrastructure) segments.

Previous wording

With respect to our Electric segment, utilities are continuing to invest significant capital in their electric power delivery systems through multi-year grid modernization and reliability programs, as well as system upgrades and hardening programs in response to recurring severe weather events. We have also experienced high demand for new and expanded transmission, substation and distribution infrastructure needed to reliably transport power. In particular, we continue to experience strong demand from our utility customers, which we believe is driven by increasing demand for electricity associated with, among other things, data centers and other technology-related dynamics, domestic manufacturing reshoring initiatives and overall electrification trends. Our acquisition of Cupertino Electric Inc. (CEI) during 2024 also resulted in increased demand for our critical path electrical design and installation solutions from the technology and data center industry, as well as our utility scale solar and battery storage solutions. The cost-effectiveness of solar, wind energy and battery storage, combined with a meaningful increase in current and forecasted electricity demand is continuing to drive demand for renewable generation and related infrastructure (e.g., high-voltage electric transmission and substation infrastructure and battery storage), as well as interconnection services necessary to connect and transmit renewable-generated electricity to existing electric power delivery systems. Despite these positive longer-term trends, in the past, supply chain challenges, policy and regulatory uncertainty and other factors have resulted in project delays and increased project costs and could negatively impact future periods.

Current wording

With respect to our Electric segment, utilities are continuing to invest significant capital in their electric power delivery systems through multi-year grid modernization and reliability programs, as well as system upgrades and hardening programs in response to recurring severe weather events. We have also experienced high demand for new and expanded transmission, substation and distribution infrastructure needed to reliably transport power. In particular, we continue to experience strong demand from our utility customers, which we believe is driven by increasing demand for electricity associated with, among other things, data centers and other technology-related dynamics, domestic manufacturing reshoring initiatives and overall electrification trends. Recent acquisitions also resulted in increased demand for our critical path electrical design and installation solutions from the technology and data center industry, as well as our utility scale solar and battery storage solutions. The cost-effectiveness of solar, wind energy and battery storage, combined with a meaningful increase in current and forecasted electricity demand is continuing to drive demand for renewable generation and related infrastructure (e.g., high-voltage electric transmission and substation infrastructure and battery storage), as well as interconnection services necessary to connect and transmit renewable-generated electricity to existing electric power delivery systems. Despite these positive longer-term trends, in the past, supply chain challenges, policy and regulatory uncertainty and other factors have resulted in project delays and increased project costs and could negatively impact future periods.

Previous wording

With respect to our Underground and Infrastructure segment, we continue to believe the market for our industrial solutions and gas utility and pipeline integrity services remains solid given the recurring critical-path maintenance requirements and regulated spend dedicated to modernizing systems, reducing methane emissions, ensuring environmental compliance and improving safety and reliability. However, revenues associated with large pipeline projects have fluctuated in recent years, and we anticipate that revenues associated with these projects will continue to fluctuate. Additionally, our acquisition of Dynamic Systems (DSI), LLC (Dynamic Systems) during the three months ended September 30, 2025 expanded our capabilities and solutions related to turnkey mechanical, plumbing and process infrastructure solutions. We see strong demand for these services by data center, manufacturing, semiconductor and other large load facilities and believe there are also opportunities to provide these services to other core end markets.

Current wording

With respect to our Underground and Infrastructure segment, we continue to believe the market for our industrial solutions and gas utility and pipeline integrity services remains solid given the recurring critical-path maintenance requirements and regulated spend dedicated to modernizing systems, reducing methane emissions, ensuring environmental compliance and improving safety and reliability. However, revenues associated with large pipeline projects have fluctuated in recent years, and we anticipate that revenues associated with these projects will continue to fluctuate. Our acquisition of Dynamic Systems (DSI), LLC (Dynamic Systems) during 2025 expanded our capabilities and solutions related to turnkey mechanical, plumbing and process infrastructure solutions. We see strong demand for these services by data center, manufacturing, semiconductor and other large load facilities and believe there are also opportunities to provide these services to other core end markets.

Previous wording

During the nine months ended September 30, 2025, increased revenues and operating income contributed to $1.10 billion of net cash provided by operating activities, which was a 19% decrease compared to the nine months ended September 30, 2024. This cash provided by operating activities, along with borrowings under our credit facility and commercial paper program and issuance of senior notes described below, allowed us to execute our business plan, including the strategic acquisitions of certain businesses and investments in unconsolidated affiliates, for which we utilized $1.93 billion of cash; repurchases of $134.6 million of common stock, and payments of $45.4 million in dividends associated with our common stock. Additionally, as of September 30, 2025, available commitments under our senior credit facility, combined with our cash and cash equivalents, totaled $3.34 billion.

Current wording

During the three months ended March 31, 2026, increased revenues and operating income contributed to $391.7 million of net cash provided by operating activities, which was a 61% increase compared to the three months ended March 31, 2025. This cash provided by operating activities, along with borrowings under our credit facility and commercial paper program, allowed us to execute our business plan, including payments of $17.2 million in dividends associated with our common stock. Additionally, as of March 31, 2026, available commitments under our senior credit facility, combined with our cash and cash equivalents, totaled $2.82 billion.

Previous wording

We expect the strong demand for our services will continue. Our remaining performance obligations and backlog were $20.97 billion and $39.17 billion as of September 30, 2025, representing increases of 25.1% and 13.4% relative to December 31, 2024. For a reconciliation of backlog to remaining performance obligations, the most comparable financial measure prepared in conformity with generally accepted accounting principles in the United States (GAAP), see Non-GAAP Financial Measures below.

Current wording

We expect the strong demand for our services will continue. Our remaining performance obligations and backlog were $26.24 billion and $48.47 billion as of March 31, 2026, representing increases of 10.4% and 10.2% relative to December 31, 2025. For a reconciliation of backlog to remaining performance obligations, the most comparable financial measure prepared in conformity with generally accepted accounting principles in the United States (GAAP), see Non-GAAP Financial Measures below.

Previous wording

Demand for services. We perform the majority of our services under existing contracts, including MSAs and similar agreements pursuant to which our customers are not committed to specific volumes of our services. Therefore our volume of business can be positively or negatively affected by fluctuations in the amount of work our customers assign us in a given period, which may vary by geographic region. Examples of items that may cause demand for our services to fluctuate materially from quarter to quarter include: the financial condition of our customers, their capital spending and their access to and cost of capital; acceleration of any projects or programs by customers (e.g., modernization or hardening programs); economic and political conditions on a regional, national or global scale, including availability of renewable energy tax credits; interest rates; governmental regulations affecting the sourcing and costs of materials and equipment; other changes in U.S. and global trade relationships (e.g., tariffs, taxes); and project deferrals and cancellations.

Current wording

Demand for services. Some of our services are provided under contracts, including MSAs and similar agreements pursuant to which our customers are not committed to specific volumes of our services. Therefore our volume of business can be positively or negatively affected by fluctuations in the amount of work our customers assign us in a given period, which may vary by geographic region. Examples of items that may cause demand for our services to fluctuate materially from quarter to quarter include: the financial condition of our customers, their capital spending and their access to and cost of capital; acceleration of any projects or programs by customers (e.g., modernization or hardening programs); economic and political conditions on a regional, national or global scale, including availability of renewable energy tax credits; interest rates; governmental regulations affecting the sourcing and costs of materials and equipment; other changes in U.S. and global trade relationships (e.g., tariffs, taxes); and project deferrals and cancellations.

Previous wording

Revenue mix and impact on margins. The mix of revenues based on the types of services we provide in a given period will impact margins, as certain industries and services provide higher-margin opportunities. Our larger or more complex projects typically include, among others, transmission projects with higher voltage capacities; pipeline projects with larger-diameter throughput capacities; large-scale renewable generation projects; complex data center projects; and projects with increased engineering, design or construction complexities, more difficult terrain or geographical requirements, or longer distance requirements. These projects typically yield opportunities for higher margins than our recurring services under MSAs described above, as we assume a greater degree of performance risk and there is greater utilization of our resources for longer construction timeframes. However, larger projects are subject to additional risk of regulatory delay and cyclicality. Project schedules also fluctuate, particularly in connection with larger, more complex or longer-term projects, which can affect the amount of work performed in a given period. Furthermore, smaller or less complex projects typically have a greater number of companies competing for them, and competitors at times may more aggressively pursue available work. A greater percentage of smaller scale or less complex work also could negatively impact margins due to the inefficiency of transitioning between a greater number of smaller projects versus continuous production on fewer larger projects. As a result, at times we may choose to maintain a portion of our workforce and equipment in an underutilized capacity to ensure we are strategically positioned to deliver on larger projects when they move forward.

Current wording

Revenue mix and impact on margins. The mix of revenues based on the types of services we provide in a given period will impact margins, as certain industries and services provide higher-margin opportunities. Our larger or more complex projects typically include, among others, transmission projects with higher voltage capacities; pipeline projects with larger-diameter throughput capacities; large-scale power generation projects; complex data center projects; and projects with increased engineering, design or construction complexities, more difficult terrain or geographical requirements, or longer distance requirements. These projects typically yield opportunities for higher margins than our recurring services under MSAs described above, as we assume a greater degree of performance risk and there is greater utilization of our resources for longer construction timeframes. However, larger projects are subject to additional risk of regulatory delay and cyclicality. Project schedules also fluctuate, particularly in connection with larger, more complex or longer-term projects, which can affect the amount of work performed in a given period. Furthermore, smaller or less complex projects typically have a greater number of companies competing for them, and competitors at times may more aggressively pursue available work. A greater percentage of smaller scale or less complex work also could negatively impact margins due to the inefficiency of transitioning between a greater number of smaller projects versus continuous production on fewer larger projects. As a result, at times we may choose to maintain a portion of our workforce and equipment in an underutilized capacity to ensure we are strategically positioned to deliver on larger projects when they move forward.

Previous wording

Revenues. Revenues increased due to a $2.94 billion increase in revenues from our Electric segment and a $575.8 million increase in revenues from our Underground and Infrastructure segment. See Segment Results below for additional information and discussion related to segment revenues.

Current wording

Revenues. Revenues increased due to a $1.52 billion increase in revenues from our Electric segment and a $117.2 million increase in revenues from our Underground and Infrastructure segment. See Segment Results below for additional information and discussion related to segment revenues.

Previous wording

Selling, general and administrative expenses. The increase was primarily attributable to $45.3 million related to recently acquired businesses and a $24.9 million increase in acquisition and integration costs.

Current wording

Selling, general and administrative expenses. The increase was primarily attributable to a $62.1 million increase in compensation expense due to growth of business and increased levels of profitability, as well as $51.0 million related to recently acquired businesses.

Previous wording

Amortization of intangible assets. The increase was related to incremental amortization expense associated with acquisitions since September 2024, primarily the acquisition of Dynamic Systems.

Current wording

Amortization of intangible assets. The increase was related to incremental amortization expense associated with acquisitions since March 31, 2025, including the acquisition of Dynamic Systems.

Previous wording

Operating income. Operating income was positively impacted by a $359.2 million increase in operating income for our Electric segment and a $67.3 million increase in operating income for our Underground and Infrastructure segment, partially offset by a $193.7 million increase in corporate and non-allocated costs, which includes amortization expense. Results for each of our business segments and corporate and non-allocated costs are discussed in Segment Results below.

Current wording

Operating income. Operating income was positively impacted by a $152.9 million increase in operating income for our Electric segment and a $28.8 million increase in operating income for our Underground and Infrastructure segment, partially offset by an $82.0 million increase in corporate and non-allocated costs, which includes amortization expense. Results for each of our business segments and corporate and non-allocated costs are discussed in Segment Results below.

Previous wording

Interest and other financing expenses. The majority of the increase resulted from higher levels of principal on fixed rate debt balances as compared to the three months ended September 30, 2024. This increase resulted primarily from the issuance of $1.50 billion of aggregate principal amount of senior notes in August 2025 and $1.25 billion of aggregate principal amount of senior notes in August 2024, partially offset by the repayment of $500 million principal amount of senior notes in October 2024.

Current wording

Interest and other financing expenses. The majority of the increase resulted from higher levels of principal on fixed rate debt balances as compared to the three months ended March 31, 2025. This increase resulted primarily from the issuance of $1.50 billion of aggregate principal amount of senior notes in August 2025.

Previous wording

Provision for income taxes. The effective income tax rates for the three months ended September 30, 2025 and 2024 were 25.9% and 21.6%. The higher effective tax rate for the three months ended September 30, 2025 was primarily due to a lower tax benefit from vested equity incentive awards. The impact was $14.3 million less benefit in the three months ended September 30, 2025 compared to the same period in the prior year.

Current wording

Provision for income taxes. The effective income tax rates for the three months ended March 31, 2026 and 2025 were 9.7% and 21.1%. The lower effective tax rate for the three months ended March 31, 2026 was primarily due to a $32.2 million higher U.S. federal and state tax benefit from vesting of equity incentive awards.

Previous wording

Comprehensive income attributable to common stock. See Statements of Comprehensive Income in Item 1. Financial Statementsof Part I of this Quarterly Report. Comprehensive income attributable to common stock increased by $1.3 million in the three months ended September 30, 2025 as compared to the three months ended September 30, 2024. The change in comprehensive income was primarily due to a $43.8 million increase in net income, offset by a $44.9 million decrease in foreign currency translation adjustments. The predominant functional currencies for our operations outside the U.S. are Canadian and Australian dollars. Foreign currency translation adjustment losses for the three months ended September 30, 2025 primarily resulted from the strengthening of the U.S. dollar against the Canadian dollar as of September 30, 2025 when compared to June 30, 2025.

Current wording

Comprehensive income attributable to common stock. See Statements of Comprehensive Income in Item 1. Financial Statementsof Part I of this Quarterly Report. Comprehensive income attributable to common stock increased by $64.3 million in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 primarily due to a $82.5 million increase in net income, partially offset by a $10.5 million decrease in foreign currency translation adjustments. The predominant functional currencies for our operations outside the U.S. are Canadian and Australian dollars. Foreign currency translation adjustment losses for the three months ended March 31, 2026 primarily resulted from the strengthening of the U.S. dollar against the Canadian dollar as of March 31, 2026 when compared to December 31, 2025.

Previous wording

The following table sets forth segment revenues, segment operating income (loss) and operating margins for the periods indicated, as well as the dollar and percentage change from the prior period (dollars in thousands):

Current wording

The following table sets forth segment revenues, segment operating income, corporate and non-allocated costs and operating margins for the periods indicated, as well as the dollar and percentage change from the prior period (dollars in thousands):

Previous wording

Revenues. The increase in revenues for the three months ended September 30, 2025 was primarily due to increased demand for our services, as well as approximately $170 million in revenues attributable to acquired businesses.

Current wording

Revenues. The increase in revenues for the three months ended March 31, 2026 was primarily due to increased demand for our services, as well as approximately $460 million in revenues attributable to acquired businesses.

Previous wording

Revenues. The increase in revenues for the three months ended September 30, 2025 was primarily due to approximately $320 million in revenues attributable to acquired businesses, partially offset by lower revenues from large pipeline projects in Canada.

Current wording

Revenues. The increase in revenues for the three months ended March 31, 2026 was primarily due to approximately $335 million in revenues attributable to acquired businesses, partially offset by lower revenues from large pipeline projects in the United States.

Previous wording

Operating Income. The increase in operating income and operating margin for the nine months ended September 30, 2025 was primarily due to increased revenues, which contributed to higher levels of fixed cost absorption, as well as the overall mix of work performed during the period. Additionally, the operating margin for the nine months ended September 30, 2024 was also negatively impacted by an $11.9 million loss related to the disposition of a non-core business.

Current wording

Operating Income. The increase in operating income and operating margin for the three months ended March 31, 2026 was primarily due to increased revenues from acquired businesses, which contributed to higher levels of fixed cost absorption, as well as overall mix of work performed during the period.

Previous wording

The increase in corporate and non-allocated costs during the three months ended September 30, 2025 was primarily due to a $22.8 million increase in intangible asset amortization expense associated with recent acquisitions, primarily Dynamic Systems, and an $18.1 million increase in acquisition and integration costs. Also contributing to the increase was a $13.7 million increase in compensation expense, which was primarily attributable to increased salaries and non-cash stock compensation expense in support of business growth, and a $5.7 million increase in expense related to change in fair value of contingent consideration liabilities.

Current wording

The increase in corporate and non-allocated costs during the three months ended March 31, 2026 was primarily due to a $42.8 million increase in intangible asset amortization expense associated with recent acquisitions, including Dynamic Systems. Also contributing to the increase was a $29.8 million increase in compensation expense, which was primarily attributable to increased non-cash stock compensation expense in support of business growth.

Previous wording

As to certain of the items below, (i) non-cash stock-based compensation expense varies from period to period due to acquisition activity, changes in the estimated fair value of performance-based awards, forfeiture rates, accelerated vesting and amounts granted; (ii) acquisition and integration costs vary from period to period depending on the level and complexity of our acquisition activity; (iii) equity in (earnings) losses of non-integral unconsolidated affiliates varies from period to period depending on the activity and financial performance of such affiliates, the operations of which are not operationally integral to us; (iv) gains and losses on the sale of investments and businesses vary from period to period depending on activity; and (v) change in fair value of contingent consideration liabilities varies from period to period depending on the performance in post-acquisition periods of certain acquired businesses and the effect of present value accretion on fair value calculations. Because EBITDA and adjusted EBITDA, as defined, exclude some, but not all, items that affect net income attributable to common stock, such measures may not be comparable to similarly titled measures of other companies. The most comparable GAAP financial measure, net income attributable to common stock, and information reconciling the GAAP and non-GAAP financial measures, are included below. The following table shows dollars in thousands:

Current wording

As to certain of the items below, (i) non-cash stock-based compensation expense varies from period to period due to acquisition activity, changes in the estimated fair value of performance-based awards, forfeiture rates, accelerated vesting and amounts granted; (ii) acquisition and integration costs vary from period to period depending on the level and complexity of our acquisition activity; (iii) equity in losses (earnings) of non-integral unconsolidated affiliates varies from period to period depending on the activity and financial performance of such affiliates, the operations of which are not operationally integral to us; (iv) change in fair value of contingent consideration liabilities varies from period to period depending on the performance in post-acquisition periods of certain acquired businesses and the effect of present value accretion on fair value calculations; and (v) change in fair value of non-marketable equity securities varies from period to period based on various factors, including changes in the financial performance of the investee, the investee’s operating environment and general market conditions. Because EBITDA and adjusted EBITDA, as defined, exclude some, but not all, items that affect net income attributable to common stock, such measures may not be comparable to similarly titled measures of other companies. The most comparable GAAP financial measure, net income attributable to common stock, and information reconciling the GAAP and non-GAAP financial measures, are included below. The following table shows dollars in thousands:

Previous wording

(1) The amounts for the three and nine months ended September 30, 2025 include $6.7 million and $15.2 million that, pursuant to an acquisition purchase agreement, were or will be withheld from the sellers’ proceeds, to be paid to certain employees upon satisfaction of post-closing service obligations.

Current wording

(1) The amounts for the three months ended March 31, 2026 and 2025 include $2.2 million and $4.2 million that, pursuant to acquisition purchase agreements, were or will be withheld from the sellers’ proceeds, and have or will be paid to certain employees upon satisfaction of post-closing service obligations.

Previous wording

A performance obligation is a promise in a contract with a customer to transfer a distinct good or service. Our remaining performance obligations represent management’s estimate of consolidated revenues that are expected to be realized from the remaining portion of firm orders under fixed price contracts not yet completed or for which work has not yet begun, which includes estimated revenues attributable to consolidated joint ventures and variable interest entities, revenues from funded and unfunded portions of government contracts to the extent they are reasonably expected to be realized, and revenues from change orders and claims to the extent management believes they will be earned and are probable of collection.

Current wording

A performance obligation is a promise in a contract with a customer to transfer a distinct good or service. Our remaining performance obligations represent management’s estimate of consolidated revenues that are expected to be realized from the remaining portion of firm orders under fixed price contracts not yet completed or for which work has not yet begun as of such date, and, to a lesser extent, from certain unit-price contracts with more than an insignificant amount of partially completed units. For purposes of calculating remaining performance obligations, we include all estimated revenues attributable to consolidated joint ventures and variable interest entities, revenues from funded and unfunded portions of government contracts to the extent they are reasonably expected to be realized, and revenues from change orders and claims to the extent management believes additional contract revenues will be earned and are deemed probable of collection.

Previous wording

As of September 30, 2025 and December 31, 2024, MSAs accounted for 38% and 38% of our estimated 12-month backlog and 43% and 48% of our total backlog. Generally, our customers are not contractually committed to specific volumes of services under our MSAs, and most of our contracts can be terminated on short notice even if we are not in default. We determine the estimated backlog for these MSAs using recurring historical trends, factoring in seasonal demand and projected customer needs based upon ongoing communications. In addition, many of our MSAs are subject to renewal, and these potential renewals are considered in determining estimated backlog. As a result, estimates for remaining performance obligations and backlog are subject to change based on, among other things, project accelerations; project cancellations or delays, including but not limited to those caused by commercial issues, regulatory requirements, natural disasters, emergencies and adverse weather conditions; and final acceptance of change orders by customers. These factors can cause revenues to be realized in periods and at levels that are different than originally projected.

Current wording

As of March 31, 2026 and December 31, 2025, MSAs accounted for 35% and 37% of our estimated 12-month backlog and 45% and 44% of our total backlog. Generally, our customers are not contractually committed to specific volumes of services under our MSAs, and most of our contracts can be terminated on short notice even if we are not in default. We determine the estimated backlog for these MSAs using recurring historical trends, factoring in seasonal demand and projected customer needs based upon ongoing communications. In addition, many of our MSAs are subject to renewal, and these potential renewals are considered in determining estimated backlog. As a result, estimates for remaining performance obligations and backlog are subject to change based on, among other things, project accelerations; project cancellations or delays, including but not limited to those caused by commercial issues, regulatory requirements, natural disasters, emergencies and adverse weather conditions; and final acceptance of change orders by customers. These factors can cause revenues to be realized in periods and at levels that are different than originally projected.

Previous wording

The increases in both remaining performance obligations and backlog from December 31, 2024 to September 30, 2025 were partially due to the impact of acquisitions that occurred in the nine months ended September 30, 2025, as well as new project awards with existing customers.

Current wording

The increases in both remaining performance obligations and backlog from December 31, 2025 to March 31, 2026 were primarily due to new project awards with existing customers.

Previous wording

During the nine months ended September 30, 2025, there were no material changes outside the ordinary course of business in the specified contractual obligations or changes to our capital allocation priorities as set forth in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II of the 2024 Annual Report.

Current wording

During the three months ended March 31, 2026, there were no material changes outside the ordinary course of business in the specified contractual obligations or changes to our capital allocation priorities as set forth in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II of the 2025 Annual Report.

Previous wording

(1) Further information with respect to our cash and cash equivalents is set forth below and in Note 14 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report. This amount includes $287.4 million in jurisdictions outside of the U.S., principally in Australia. There are currently no legal or economic restrictions that would materially impede our ability to repatriate such cash.

Current wording

(2) Further information with respect to our cash and cash equivalents is set forth below and in Note 13 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report. This amount includes $207.9 million in jurisdictions outside of the U.S., principally in Australia. There are currently no legal or economic restrictions that would materially impede our ability to repatriate such cash.

Previous wording

We may seek to access the capital markets from time to time to raise additional capital, increase liquidity as we deem necessary, refinance or extend the term of our existing indebtedness, fund acquisitions or otherwise fund our capital needs. While our financial strategy and consistent performance have allowed us to maintain investment grade ratings, our ability to access capital markets in the future depends on a number of factors, including our financial performance and financial position, our credit ratings, industry conditions, general economic conditions, our backlog, capital expenditure commitments, market conditions and market perceptions of us and our industry. In July 2025, Moody’s revised its outlook on our Baa3 investment grade ratings from stable to positive.

Current wording

We may seek to access the capital markets from time to time to raise additional capital, increase liquidity as we deem necessary, refinance or extend the term of our existing indebtedness, fund acquisitions or otherwise fund our capital needs. While our financial strategy and consistent performance have allowed us to maintain investment grade ratings, our ability to access capital markets in the future depends on a number of factors, including our financial performance and financial position, our credit ratings, industry conditions, general economic conditions, our backlog, capital expenditure commitments, market conditions and market perceptions of us and our industry.

Previous wording

Sources and Uses of Cash, Cash Equivalents and Restricted Cash During the Nine Months Ended September 30, 2025 and 2024

Current wording

Sources and Uses of Cash, Cash Equivalents and Restricted Cash During the Three Months Ended March 31, 2026 and 2025

Previous wording

Net cash provided by operating activities of $1.10 billion and $1.37 billion in the nine months ended September 30, 2025 and 2024 primarily reflected earnings adjusted for non-cash items and cash provided and used by the main components of working capital: “Accounts and notes receivable,” “Contract assets,” “Prepaid expenses and other current assets,” “Accounts payable and accrued expenses,” and “Contract liabilities.”

Current wording

Net cash provided by operating activities of $391.7 million and $243.2 million in the three months ended March 31, 2026 and 2025 primarily reflected earnings adjusted for non-cash items and cash provided and used by the main components of working capital: “Accounts and notes receivable,” “Contract assets,”, “Inventories,” “Prepaid expenses and other current assets,” “Accounts payable and accrued expenses,” and “Contract liabilities.”

Previous wording

Days sales outstanding (DSO) represents the average number of days it takes revenues to be converted into cash, which management believes is an important metric for assessing liquidity. A decrease in DSO has a favorable impact on cash flow from operating activities, while an increase in DSO has a negative impact on cash flow from operating activities. DSO is calculated by using the sum of current accounts receivable, net of allowance (which includes retainage and unbilled balances), plus contract assets, less contract liabilities, and divided by average revenues per day during the quarter. DSO as of September 30, 2025 was 66 days, which was slightly higher than DSO of 65 days as of September 30, 2024 and lower than our five-year historical average DSO of 75 days. Negatively impacting DSO and cash flow from operating activities for both the nine months ended September 30, 2025 and 2024 were unapproved change orders and claims included in contract assets from the large renewable transmission project in Canada further described in Note 3 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report.

Current wording

Days sales outstanding (DSO) represents the average number of days it takes revenues to be converted into cash, which management believes is an important metric for assessing liquidity. A decrease in DSO has a favorable impact on cash flow from operating activities, while an increase in DSO has a negative impact on cash flow from operating activities. DSO is calculated by using the sum of current accounts receivable, net of allowance (which includes retainage and unbilled balances), plus contract assets, less contract liabilities, and divided by average revenues per day during the quarter. DSO as of March 31, 2026 was 61 days, which was slightly lower than DSO of 63 days as of March 31, 2025 and lower than our five-year historical average DSO of 72 days. Negatively impacting DSO and cash flow from operating activities for both the three months ended March 31, 2026 and 2025 were change orders and claims included in contract assets from the large renewable transmission project in Canada further described in Note 2 of the Notes to Condensed Consolidated Financial Statements in Item 1. Financial Statements of Part I of this Quarterly Report.

Previous wording

Net cash used in investing activities in the nine months ended September 30, 2025 included $1.78 billion related to acquisitions, $415.6 million of capital expenditures and $149.2 million of cash paid primarily for an integral equity method investment. Partially offsetting these items were $39.4 million of proceeds from the sale of, and insurance settlements related to, property and equipment,

Current wording

Net cash used in investing activities in the three months ended March 31, 2026 included $220.1 million of capital expenditures, partially offset by $12.8 million of proceeds from the sale of, and insurance settlements related to, property and equipment.

Previous wording

In August 2025, we issued $1.50 billion aggregate principal amount of senior notes and received net proceeds of $1.49 billion, net of the original issue discount and underwriting discounts, and used the proceeds to repay certain borrowings that were utilized to acquire Dynamic Systems. Net cash provided by financing activities in the nine months ended September 30, 2025 included $51.2 million of net repayments under our senior credit facility and commercial paper program. Financing costs paid directly by us during the nine months ended September 30, 2025 were $4.9 million, which primarily related to the August 2025 issuance of senior notes. Net cash provided by financing activities in the nine months ended September 30, 2025 also included $134.6 million of repurchases of common stock, $102.6 million of payments for contingent consideration liabilities, $97.6 million of payments to satisfy tax withholding obligations associated with stock-based compensation and $45.4 million for the payment of dividends.

Current wording

Net cash used in financing activities in the three months ended March 31, 2026 primarily included $143.5 million of payments to satisfy tax withholding obligations associated with stock-based compensation and $54.2 million of net repayments under our senior credit facility and commercial paper program. Net cash used in financing activities in the three months ended March 31, 2026 also included $17.2 million for the payment of dividends.

Previous wording

In July 2024, we entered into, and borrowed the full amount available under, a $400.0 million 90-day term loan facility outside of our senior credit facility and utilized these borrowings, together with $1.20 billion of borrowings under our commercial paper program and cash on hand, to finance the acquisition of CEI, as well as pay certain related costs and expenses and fund certain working capital requirements. On August 9, 2024, we received net proceeds from the issuance of senior notes of $1.24 billion, including $2.8 million of deferred financing costs paid of accrued by us, but net of the original issue discount and underwriting discounts and used the proceeds to repay certain borrowings utilized to acquire CEI, including the full amount of the short-term term loan. Net cash provided by financing activities in the nine months ended September 30, 2024 included $791.0 million of net repayments under our senior credit facility and commercial paper program. Financing costs paid directly by us during the nine months ended September 30, 2024 were $7.6 million, which related to the August 2024 issuance of senior notes, the short-term term loan and an amendment of our senior credit facility. Net cash provided by financing activities in the nine months ended September 30, 2024 was also partially offset by $140.6 million of payments to satisfy tax withholding obligations associated with stock-based compensation and the payment of $40.8 million of dividends.

Current wording

Net cash provided by financing activities in the three months ended March 31, 2025 was primarily due to borrowings under our commercial paper program. Net cash provided by financing activities in the three months ended March 31, 2025 was partially offset by $118.6 million of repurchases of common stock, $71.6 million of payments to satisfy tax withholding obligations associated with stock-based compensation and the payment of $15.5 million of dividends.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Net cash used in investing activities in the three months ended March 31, 2025 included $394.3 million related to acquisitions and $132.8 million of capital expenditures.
Rearranged previous paragraphs (7)

Previous report — wording carried elsewhere

Revenues. Revenues increased due to a $938.1 million increase in revenues from our Electric segment and a $200.1 million increase in revenues from our Underground and Infrastructure segment. See Segment Results below for additional information and discussion related to segment revenues.

Previous report — wording carried elsewhere

Operating income. Operating income was positively impacted by a $127.8 million increase in operating income for our Electric segment and a $28.3 million increase in operating income for our Underground and Infrastructure segment, partially offset by a $70.0 million increase in corporate and non-allocated costs, which includes amortization expense. Results for each of our business segments and our corporate and non-allocated costs are discussed in Segment Results below.

Previous report — wording carried elsewhere

The following table sets forth selected statements of operations data, such data as a percentage of revenues for the periods indicated, as well as the dollar and percentage change from the prior period (dollars in thousands):

Previous report — wording carried elsewhere

Cost of services. Costs of services primarily includes wages, benefits, subcontractor costs, materials, equipment, and other direct and indirect costs, including related depreciation. The increase in cost of services generally correlates to the increase in revenues.

Previous report — wording carried elsewhere

Amortization of intangible assets. The increase was related to incremental amortization expense associated with acquisitions, primarily the acquisitions of Dynamic Systems and CEI.

Previous report — wording carried elsewhere

Interest and other financing expenses. The majority of the increase resulted from higher levels of principal on fixed rate debt balances as compared to the nine months ended September 30, 2024. This increase resulted primarily from the issuance of $1.50 billion of aggregate principal amount of senior notes in August 2025 and $1.25 billion of aggregate principal amount of senior notes in August 2024, partially offset by the repayment of $500 million principal amount of senior notes in October 2024.

Previous report — wording carried elsewhere

Comprehensive income attributable to common stock. See Statements of Comprehensive Income in Item 1. Financial Statementsof Part I of this Quarterly Report. Comprehensive income attributable to common stock increased by $182.1 million in the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024, primarily due to a $108.3 million increase in net income and a $68.4 million increase in foreign currency translation adjustments. The predominant functional currencies for our operations outside the U.S. are Canadian and Australian dollars. Foreign currency translation gains primarily resulted from the weakening of the U.S. dollar against both the Canadian and Australian dollars as of September 30, 2025 when compared to December 31, 2024.