Verisk Analytics, Inc.

Previous wording

We earn revenues through agreements for hosted subscriptions, advisory/consulting services, and for transactional solutions, recurring and non-recurring. Subscriptions for our solutions are generally paid in advance of rendering services either quarterly or in full upon commencement of the subscription period, which is usually for one year and automatically renewed each year. As a result, the timing of our cash flows generally precedes our recognition of revenues and income and our cash flow from operations tends to be higher in the first quarter as we receive subscription payments. Examples of these arrangements include subscriptions that allow our customers to access our standardized coverage language, our claims fraud database, or our actuarial services throughout the subscription period. In general, we experience minimal revenue seasonality within the busi ness. For thesix months ended June 30, 2025 and 2024, approximately 83% and 81% of our insurance revenues were derived from hosted subscriptions through agreements (generally one to five years) for our solutions, respectively.

Current wording

We earn revenues through agreements for hosted subscriptions, advisory/consulting services, and for transactional solutions, recurring and non-recurring. Subscriptions for our solutions are generally paid in advance of rendering services either quarterly or in full upon commencement of the subscription period, which is usually for one year and automatically renewed each year. As a result, the timing of our cash flows generally precedes our recognition of revenues and income and our cash flow from operations tends to be higher in the first quarter as we receive subscription payments. Examples of these arrangements include subscriptions that allow our customers to access our standardized coverage language, our claims fraud database, or our actuarial services throughout the subscription period. In general, we experience minimal revenue seasonality within the busi ness. For thenine months ended September 30, 2025 and 2024, approximately 83% and 81% of our insurance revenues were derived from hosted subscriptions through agreements (generally one to five years) for our solutions, respectively.

Previous wording

We also provide advisory/consulting services, which help our customers get more value out of our analytics and their subscriptions. In addition, certain of our solutions are paid for by our customers on a transactional basis, recurring and non-recurring. For example, we have solutions that allow our customers to access property-specific rating and underwriting information to price a policy on a commercial building, or compare a P&C insurance or a workers' compensation claim with information in our databases, or use our repair cost estimation solutions on a case-by-case basis. For thesix months ended June 30, 2025 and 2024, approximately 17% and 19% of our insurance revenues were derived from providing transactional and advisory/consulting solutions, respectively.

Current wording

We also provide advisory/consulting services, which help our customers get more value out of our analytics and their subscriptions. In addition, certain of our solutions are paid for by our customers on a transactional basis, recurring and non-recurring. For example, we have solutions that allow our customers to access property-specific rating and underwriting information to price a policy on a commercial building, or compare a P&C insurance or a workers' compensation claim with information in our databases, or use our repair cost estimation solutions on a case-by-case basis. For thenine months ended September 30, 2025 and 2024, approximately 17% and 19% of our insurance revenues were derived from providing transactional and advisory/consulting solutions, respectively.

Previous wording

Personnel expenses are the major component of both our cost of revenues and selling, general and administrative expenses. Personnel expenses, which represented approximately 56% and 58% of our total operating expenses (excluding gains/losses related to dispositions) for the six months ended June 30, 2025 and 2024, respectively, include salaries, benefits, incentive compensation, equity compensation costs, sales commissions, employment taxes, recruiting costs, and outsourced temporary agency costs.

Current wording

Personnel expenses are the major component of both our cost of revenues and selling, general and administrative expenses. Personnel expenses, which represented approximately 56% and 57% of our total operating expenses (excluding gains/losses related to dispositions) for the nine months ended September 30, 2025 and 2024, respectively, include salaries, benefits, incentive compensation, equity compensation costs, sales commissions, employment taxes, recruiting costs, and outsourced temporary agency costs.

Previous wording

Our recent acquisition (Simplitium within the claims category of the Insurance segment) and dispositions (Atmospheric and Environmental Research ('AER') within the underwriting category of our Insurance segment) resulted in a net decrease in revenue of $3.8 million, while the remaining Insurance revenues increased $59.6 million or 8.4%. Our underwriting revenue increased $45.9 million or 9.1%, primarily due to an annual increase in prices derived from continued enhancements to the models and content of the solutions within our forms, rules and loss cost services, as well as selling expanded solutions to new and existing customers within extreme event solutions. In addition, specialty business and life solutions contributed to the growth. Our claims revenue increased $13.7 million or 6.6%, primarily due to solid growth in anti-fraud solutions and property estimating solutions.

Current wording

Our recent acquisitions (Simplitium and SuranceBay within the underwriting category of the Insurance segment) and disposition (Atmospheric and Environmental Research ("AER") within the underwriting category of our Insurance segment) resulted in a net increase in revenue of $0.5 million, while the remaining Insurance revenues increased $42.5 million or 5.9%. Our underwriting revenue increased $34.7 million or 6.9%, primarily due to an annual increase in prices derived from continued enhancements to the models and content of the solutions within our forms, rules and loss cost services, as well as selling expanded solutions to new and existing customers within extreme event solutions. In addition, specialty business and life solutions contributed to the growth. Our claims revenue increased $7.8 million or 3.6%, primarily due to growth in anti-fraud solutions.

Previous wording

Cost of revenues was $229.5 million for thethree months ended June 30, 2025 compared to $219.4 million for thethree months ended June 30, 2024, anincreaseof $10.1 million or 4.6%. Our recent acquisition and disposition accounted for a decrease of$2.6 million in cost of revenues. The remaining increase of $12.7 million or 5.9% was primarily due to salaries and employee benefits of $8.7 million, bad debt expense of $2.8 million, information technology expenses of $2.1 million, professional consulting fees of $1.3 million, and rent expense of $0.6 million, partially offset bya reduction indata costs of $1.0 million, and other operating costs of $1.8 million.

Current wording

Cost of revenues was $229.5 million for thethree months ended September 30, 2025 compared to$223.4 million for thethree months ended September 30, 2024, anincreaseof$6.1 million or 2.7%. Our recent acquisitions and disposition accounted for a net decrease of$2.0 million in cost of revenues. The remaining increase of $8.1 million or 3.6% was primarily due to information technology expenses of $3.9 million, salaries and employee benefits of $3.4 million, data costs of $1.4 million, and other operating costs of $1.3 million, partially offset bya reduction inbad debt expense of $1.7 million and rent expense of $0.2 million.

Previous wording

Selling, general and administrative expenses were $215.4 million for thesix months ended June 30, 2025 compared to $194.4 million for thesix months ended June 30, 2024, an increase of $21.0 million or 10.8%. Our recent acquisition and disposition accounted for a decrease of $1.8 million in selling, general, and administrative expenses. The remaining increase of $22.8 million or 11.9% was primarily due tosalaries and employee benefits of $10.9 million, professional consulting fees of $7.0 million, information technology expense of $1.9 million, rent expense of $1.8 million, and travel expenses of $1.5 million, partially offset by a reduction in insurance expense of $0.3 million.

Current wording

Selling, general and administrative expenses were$110.6 million for thethree months ended September 30, 2025 compared to$114.0 million for thethree months ended September 30, 2024, a decrease of$3.4 million or 3.0%. Our recent acquisitions and disposition accounted for a net increase of$3.4 million in selling, general, and administrative expenses. The remaining decrease of $6.8 million or 6.1%was primarily due to anet loss on disposal of fixed assets of $7.1 million in the prior year, insurance expense of $1.9 million, rent expense of $1.5 million, and professional consulting fees of $1.5 million, partially offset byinformation technology expense of $2.3 million, salaries and employee benefits of $1.6 million, and other operating costs of $1.3 million.

Previous wording

Depreciation and amortization of fixed assets were $66.0 million for thethree months ended June 30, 2025 compared to $59.0 millionfor thethree months ended June 30, 2024, anincrease of $7.0 million or 11.9%. The increase was primarily due to internally developed software projects that were completed and placed into service.

Current wording

Depreciation and amortization of fixed assets were$64.0 million for thethree months ended September 30, 2025 compared to $58.1 millionfor thethree months ended September 30, 2024, anincrease of$5.9 million or 10.2%. The increase was primarily due to internally developed software projects that were completed and placed into service.

Previous wording

Interest expense, net was $35.5 million for thethree months ended June 30, 2025 compared to $29.1 million for thethree months ended June 30, 2024, anincrease of$6.4 million or 22.0%. The increase was primarily driven by interest expense related to the issuance of our 2035 Senior Notes, partially offset by the repayment of our 2025 Senior Notes and higher interest income for the three months ended June 30, 2025.

Current wording

Interest expense, net was$42.2 million for thethree months ended September 30, 2025 compared to $32.1 million for thethree months ended September 30, 2024, anincrease of$10.1 million or 31.5%. The increase was primarily driven by interest expense related to the issuance of our 2030, 2035, and 2036 Senior Notes, partially offset by the repayment of our 2025 Senior Notes and higher interest income for the three months ended September 30, 2025.

Previous wording

The provision for income taxes was $74.6 million and the effective tax rate was 22.7% for thethree months ended June 30, 2025, compared to $85.2 million and 21.7% for thethree months ended June 30, 2024. The increase in the effective tax rate was primarily due to a nonrecurring tax benefit recognized in the prior period. The difference between statutory tax rates and our effective tax rate is primarily due to state and local taxes, partially offset by tax benefits attributable to equity compensation.

Current wording

The provision for income taxes was$76.6 million and the effective tax rate was 25.3% for thethree months ended September 30, 2025, compared to$65.3 million and 22.9% for thethree months ended September 30, 2024. The increase in the effective tax rate was primarily due to a nonrecurring tax benefit recognized in the prior period, as well as lower tax benefits from equity compensation in the current period versus the prior period. The difference between statutory tax rates and our effective tax rate is primarily due to state and local taxes, partially offset by tax benefits attributable to equity compensation.

Previous wording

Our recent acquisition (Rocket and Simplitium within the claims category of the Insurance segment) and dispositions (AER within the underwriting category of our Insurance segment) resulted in a net decrease in revenue of $8.4 million, while the remaining Insurance revenues increased $113.2 million or 8.0%. Our underwriting revenue increased $84.3 million or 8.5%, primarily due to an annual increase in prices derived from continued enhancements to the models and content of the solutions within our forms, rules and loss cost services, as well as selling expanded solutions to new and existing customers within extreme event solutions. In addition, specialty business and life solutions contributed to the growth. Our claims revenue increased $28.9 million or 7.0%, primarily due to solid growth in anti-fraud solutions and property estimating solutions.

Current wording

Our recent acquisitions (Rocket within the claims category, Simplitium and SuranceBay within the underwriting category of the Insurance segment) and disposition (AER within the underwriting category of our Insurance segment) resulted in a net decrease in revenue of $7.8 million, while the remaining Insurance revenues increased $155.6 million or 7.3%. Our underwriting revenue increased $119.0 million or 7.9%, primarily due to an annual increase in prices derived from continued enhancements to the models and content of the solutions within our forms, rules and loss cost services, as well as selling expanded solutions to new and existing customers within extreme event solutions and specialty business solutions. Our claims revenue increased $36.6 million or 5.8%, primarily due to solid growth in anti-fraud solutions and property estimating solutions.

Previous wording

Cost of revenues was $460.3 million for thesix months ended June 30, 2025 compared to $447.2 million for thesix months ended June 30, 2024, anincreaseof $13.1 million or 2.9%. Our recent acquisition and disposition accounted for a decrease of$6.3 million in cost of revenues. The remaining increase of $19.4 million or 4.4% was primarily due tosalaries and employee benefits of $12.0 million, information technology expenses of $5.5 million, and bad debt expense of $5.0 million, partially offset bya reduction inprofessional consulting fees of $1.6 million, rent expense of $0.3 million, and other operating costs of $1.2 million.

Current wording

Cost of revenues was$689.8 million for thenine months ended September 30, 2025 compared to$670.6 million for thenine months ended September 30, 2024, anincreaseof$19.2 million or 2.9%. Our recent acquisitions and disposition accounted for a decrease of $8.3 million in cost of revenues. The remaining increase of $27.5 million or 4.2% was primarily due to salaries and employee benefits of $15.5 million, information technology expenses of $9.4 million, bad debt expense of $3.3 million, and data costs of $1.4 million, partially offset bya reduction inprofessional consulting fees of $1.5 million, rent expense of $0.5 million, and other operating costs of $0.1 million.

Previous wording

Selling, general and administrative expenses were $106.5 million for thethree months ended June 30, 2025 compared to $101.5 million for thethree months ended June 30, 2024, an increaseof $5.0 million or 4.9%. Our recent acquisition and disposition accounted for a decrease of $1.0 million in selling, general, and administrative expenses. The remaining increase of $6.0 million or 6.1% was primarily due tosalaries and employee benefits of $6.1 million, information technology expense of $1.4 million, rent expense of $1.0 million, and travel expenses of $0.6 million, partially offset by professional consulting fees of $2.1 million, insurance expense of $0.7 million, and other operating costs of $0.3 million.

Current wording

Selling, general and administrative expenses were$326.0 million for thenine months ended September 30, 2025 compared to$308.4 million for thenine months ended September 30, 2024, an increase of$17.6 million or 5.7%. Our recent acquisitions and disposition accounted for an increase of $2.0 million in selling, general, and administrative expenses. The remaining increase of $15.6 million or 5.1% was primarily due tosalaries and employee benefits of $12.7 million, professional consulting fees of $4.8 million, information technology expense of $4.2 million, travel expenses of $1.3 million, rent expense of $0.3 million, and other operating costs of $1.5 million, partially offset by a net loss on disposal of fixed assets of $7.1 million in the prior year, and reduction in insurance expense of $2.1 million.

Previous wording

Depreciation and amortization of fixed assets were $133.4 million for thesix months ended June 30, 2025 compared to $116.4 millionfor thesix months ended June 30, 2024, anincrease of $17.0 million or 14.6%. The increase was primarily due to internally developed software projects that were completed and placed into service.

Current wording

Depreciation and amortization of fixed assets were$197.4 million for thenine months ended September 30, 2025 compared to $174.5 millionfor thenine months ended September 30, 2024, anincrease of$22.9 million or 13.1%. The increase was primarily due to internally developed software projects that were completed and placed into service.

Previous wording

Amortization of intangible assets was $32.1 million for thesix months ended June 30, 2025 compared to $36.7 millionfor thesix months ended June 30, 2024, adecrease of $4.6 million or 12.5%. The decrease was primarily due to intangible assets that were fully amortized of $4.9 million, partially offset by the amortization of intangible assets related to our recent acquisitions of $0.3 million.

Current wording

Amortization of intangible assets was$50.4 million for thenine months ended September 30, 2025 compared to$55.0 millionfor thenine months ended September 30, 2024, adecrease of$4.6 million or 8.4%. The decrease was primarily due to intangible assets that were fully amortized, partially offset by the amortization of intangible assets related to our recent acquisitions of $2.5 million.

Previous wording

Net gain on early extinguishment of debt was $3.6 million for the three months ended June 30, 2024 due to a cash tender offer of $400.0 million aggregate principal amount of our 2025 Senior Notes that was completed on June 7, 2024.

Current wording

Net gain on early extinguishment of debt was $3.6 million for the nine months ended September 30, 2024 due to a cash tender offer of $400.0 million aggregate principal amount of our 2025 Senior Notes that was completed on June 7, 2024.

Previous wording

Investment gain was $11.7 million for thesix months ended June 30, 2025 compared to $96.5 million for thesix months ended June 30, 2024, adecrease of $84.8 million. The decrease was primarily due to the net gains realized in the prior year associated with the settlement of retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022, partially offset by the impact of foreign currencies associated with transactions in the normal course of business.

Current wording

Investment gain was$10.1 million for thenine months ended September 30, 2025 compared to$102.4 million for thenine months ended September 30, 2024, adecrease of$92.3 million. The decrease was primarily due to the net gains realized in the prior year associated with the settlement of retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022, partially offset by the impact of foreign currencies associated with transactions in the normal course of business.

Previous wording

Interest expense, net was $71.8 million for thesix months ended June 30, 2025 compared to $58.0 million for thesix months ended June 30, 2024, an increase of $13.8 million or 23.8%. The increase was primarily driven by interest expense related to the issuance of our 2035 Senior Notes, partially offset by the repayment of our 2025 Senior Notes and increased interest income for the six months ended June 30, 2025.

Current wording

Interest expense, net was$114.0 million for thenine months ended September 30, 2025 compared to $90.1 million for thenine months ended September 30, 2024, an increase of$23.9 million or 26.5%. The increase was primarily driven by interest expense related to the issuance of our 2030, 2035, and 2036 Senior Notes, partially offset by the repayment of our 2025 Senior Notes and increased interest income for the nine months ended September 30, 2025.

Previous wording

The provision for income taxes was $138.7 million and the effective tax rate was 22.2% for thesix months ended June 30, 2025, compared to $141.0 million and 21.1% for thesix months ended June 30, 2024. The increase in the effective tax rate was primarily due to a nonrecurring tax benefit recognized in the prior period. The difference between statutory tax rates and our effective tax rate is primarily due to state and local taxes, partially offset by tax benefits attributable to equity compensation.

Current wording

The provision for income taxes was$215.3 million and the effective tax rate was 23.2% for thenine months ended September 30, 2025, compared to$206.3 million and 21.6% for thenine months ended September 30, 2024. The increase in the effective tax rate was primarily due to a nonrecurring tax benefit recognized in the prior period, as well as lower tax benefits from equity compensation in the current period versus the prior period. The difference between statutory tax rates and our effective tax rate is primarily due to state and local taxes, partially offset by tax benefits attributable to equity compensation.

Previous wording

Net income was $253.3 million for the three months ended June 30, 2025 compared to $307.8 million for the three months ended June 30, 2024. The net income margin was 32.8% for thethree months ended June 30, 2025 compared to 42.9% for thethree months ended June 30, 2024. The decrease in net income margin was primarily driven by net gains realized in the prior year associated with the settlement of retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022, and a net gain on the early extinguishment of debt in the prior year, partially offset by the impact of foreign currencies associated with transactions in the normal course of business.

Current wording

Net income was$711.1 million for thenine months ended September 30, 2025 compared to$747.2 million for thenine months ended September 30, 2024, a decrease of $36.1 million or 4.8%.The net income margin was 31.0% for thenine months ended September 30, 2025 compared to 34.8% for thenine months ended September 30, 2024. The decrease in net income margin was primarily driven by net gains realized in the prior year associated with the settlement of retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022, and a net gain on the early extinguishment of debt in the prior year, partially offset by the impact of foreign currencies associated with transactions in the normal course of business.

Previous wording

EBITDA was $ 445.7 million for the three months ended June 30, 2025 compared to $ 499.3 million for the three months ended June 30, 2024. The EBITDA margin for our consolidated results was 57.7% for the three months ended June 30, 2025 compared to 69.7% for the three months ended June 30, 2024. The decrease in EBITDA margin was primarily driven by net gains realized in the prior year associated with the settlement of retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022, and a net gain on the early extinguishment of debt in the prior year, partially offset by the impact of foreign currencies associated with transactions in the normal course of business.

Current wording

EBITDA was$1,288.2 million for thenine months ended September 30, 2025 compared to$1,273.1 million for thenine months ended September 30, 2024. The EBITDA margin for our consolidated results was 56.2% for thenine months ended September 30, 2025 compared to 59.3% for thenine months ended September 30, 2024. The decrease in EBITDA margin was primarily driven by net gains realized in the prior year associated with the settlement of retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022, and a net gain on the early extinguishment of debt in the prior year, partially offset by the impact of foreign currencies associated with transactions in the normal course of business.

Previous wording

As of June 30, 2025 and December 31, 2024, we had cash and cash equivalents and available-for-sale securities totaling $630.0 million and $292.5 million, respectively. We maintain our cash and cash equivalents in higher credit quality financial institutions in order to limit the amount of credit exposure. As of June 30, 2025 and December 31, 2024, a vast majority of our domestic cash and cash equivalents is with TD Bank, N.A., and JPMorgan Chase N.A. Subscriptions for our solutions are billed and generally paid in advance of rendering services either quarterly or in full upon commencement of the subscription period, which is usually for one year. Subscriptions are automatically renewed at the beginning of each calendar year. We have historically generated significant cash flows from operations. As a result of this factor, as well as the availability of funds under our Credit Facility, we expect that we will have sufficient cash to meet our working capital and capital expenditure needs and to fuel our future growth plans.

Current wording

As of September 30, 2025 and December 31, 2024, we had cash and cash equivalents and available-for-sale secu rities totaling $2,108.7 million and $292.5 million, respectively. We maintain our cash and cash equivalents in higher credit quality financial institutions in order to limit the amount of credit exposure. As of September 30, 2025 and December 31, 2024, a vast majority of our domestic cash and cash equivalents is with TD Bank, N.A., JPMorgan Chase N.A., and Northern Trust. Subscriptions for our solutions are billed and generally paid in advance of rendering services either quarterly or in full upon commencement of the subscription period, which is usually for one year. Subscriptions are automatically renewed at the beginning of each calendar year. We have historically generated significant cash flows from operations. As a result of this factor, as well as the availability of funds under our Credit Facility, we expect that we will have sufficient cash to meet our working capital and capital expenditure needs and to fuel our future growth plans.

Previous wording

We have also historically used a portion of our cash for repurchases of our common stock from our stockholders. During the six months ended June 30, 2025 and 2024, we repurchased $300.1 million and $350.0 million (inclusive of $22.5 million in treasury stock then not yet settled), respectively, of our common stock. The repurchase of our common stock was funded using cash from operations. For the six months ended June 30, 2025 and 2024, we also paid dividends of $126.0 million and $111.3 million, respectively.

Current wording

We have also historically used a portion of our cash for repurchases of our common stock from our stockholders. During thenine months ended September 30, 2025 and 2024, we repurchased$400.2 million and$750.0 million (inclusive of$60.0 million in treasury stock then not yet settled), respectively, of our common stock. The repurchase of our common stock was funded using cash from operations. For thenine months ended September 30, 2025 and 2024, we also paid dividends of$188.6 million and$166.6 million, respectively.

Previous wording

We had total debt, excluding finance lease liabilities, unamortized discounts and premium, and debt issuance costs of $3,250.0 million and $3,050.0 million at June 30, 2025 and December 31, 2024, respectively, and we were in compliance with our financial and other covenants. The debt at June 30, 2025, primarily consists of senior notes issued in 2025, 2024, 2023, 2020, 2019, and 2015. Interest on the senior notes is payable semi-annually each year. The unamortized discount and debt issuance costs were recorded as "Long-term debt" in the accompanying consolidated balance sheets, and will be amortized to "Interest expense" in the accompanying consolidated statements of operations within this Form 10-Q over the life of the respective senior note. The indenture governing the senior notes restricts our ability to, among other things, create certain liens, enter into sale/leaseback transactions, and consolidate with, sell, lease, convey, or otherwise transfer all or substantially all of our assets, or merge with or into, any other person or entity. We have made, and may from time to time in the future make, optional repayments on our debt obligations, which may include repurchases or exchanges of our outstanding notes, depending on various factors, such as market conditions. Any such repurchases may be effected through privately negotiated transactions, market transactions, tender offers, redemptions or otherwise. See Note 9. for additional information on our financing activities.

Current wording

We had total debt, excluding finance lease liabilities, unamortized discounts and premium, and debt issuance costs of$4,750 million and $3,050.0 million at September 30, 2025 and December 31, 2024, respectively, and we were in compliance with our financial and other covenants. The debt at September 30, 2025, primarily consists of senior notes issued in 2025, 2024, 2023, 2020, 2019 and 2015. Interest on the senior notes is payable semi-annually each year. The unamortized discount and debt issuance costs were recorded as "Short-term debt and current portion of long-term debt" and "Long-term debt" in the accompanying consolidated balance sheets, and will be amortized to "Interest expense" in the accompanying consolidated statements of operations within this Form 10-Q over the life of the respective senior notes. The indenture governing the senior notes restricts our ability to, among other things, create certain liens, enter into sale/leaseback transactions, and consolidate with, sell, lease, convey, or otherwise transfer all or substantially all of our assets, or merge with or into, any other person or entity. We have made, and may from time to time in the future make, optional repayments on our debt obligations, which may include repurchases or exchanges of our outstanding notes, depending on various factors, such as market conditions. Any such repurchases may be effected through privately negotiated transactions, market transactions, tender offers, redemptions or otherwise. See Note 9. for additional information on our financing activities.

Previous wording

We have a $1,000.0 million Syndicated Revolving Credit Facility with Bank of America N.A., HSBC Bank USA, N.A., JP Morgan Chase Bank, N.A., Wells Fargo Bank, N.A., Citibank, N.A., Morgan Stanley Bank, N.A., TD Bank, N.A., Goldman Sachs Bank USA, and the Northern Trust Company with a maturity date of April 5, 2028. Borrowing under the facility is payable at an interest rate of SOFR plus 100.0 to 162.5 basis points, depending on the public debt rating. The financial covenants require that, at the end of any fiscal quarter, we have a consolidated funded debt leverage ratio of less than 3.75 to 1.0*.* At our election, the maximum consolidated funded debt leverage ratio could be permitted to increase to 4.50 to 1.0 (no more than once) and to 4.25 to 1.0 (no more than once) in connection with the closing of a permitted acquisition. The Syndicated Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, dividend payments, and the Repurchase Program. As of June 30, 2025, we were in compliance with all financial and other debt covenants under the Syndicated Credit Facility. As of June 30, 2025 and December 31, 2024, the available capacity under the Syndicated Revolving Credit Facility was $995.4 million, which takes into account outstanding letters of credit of $4.6 million.

Current wording

We had a syndicated revolving credit facility ("Syndicated Revolving Credit Facility") with a borrowing capacity of $1,000.0 million with Bank of America N.A., HSBC Bank USA, N.A., JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Citibank, N.A., Morgan Stanley Bank, N.A., TD Bank, N.A., Goldman Sachs Bank USA, and the Northern Trust Company with a maturity date of April 5, 2028. On August 15, 2025, we entered into the Third Amended and Restated Credit Agreement (the "Amendment and Restatement") to the Syndicated Revolving Credit Facility with Bank of America, N.A. as administrative agent. The Amendment and Restatement increased our borrowing capacity to $1,250.0 million and extends the maturity date to August 15, 2030. Interest on borrowings under the Amendment and Restatement is payable at an interest rate of SOFR plus 100.0 to 162.5 basis points, depending upon our public debt rating. A commitment fee on any unused commitment is payable periodically and may range from 8.0 to 17.5 basis points based upon our public debt rating. The Syndicated Revolving Credit Facility, as amended and restated by the Amendment and Restatement, also contains certain financial and other covenants that, among other things, impose certain restrictions on indebtedness, liens, dispositions fundamental changes, and use of proceeds. The financial covenants require that, at the end of any fiscal quarter, we have a consolidated interest coverage ratio of more than 3.00 to 1.00, we have a consolidated funded debt leverage ratio of less than 3.75 to 1.00. At our election, the maximum consolidated funded debt leverage ratio could be permitted to increase to 4.50 to 1.00 (no more than once) and to 4.25 to 1.00 (no more than once) in connection with the closing of a permitted acquisition. The Syndicated Revolving Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, dividend payments, and the share repurchase program (the "Repurchase Program"). In connection with the Amendment and Restatement, we incurred additional debt issuance costs of $1.0 million, which will be amortized to 'Interest expense' within the accompanying consolidated statements of operations over the remaining life of the Syndicated Revolving Credit Facility. As of September 30, 2025, we were in compliance with all financial and other debt covenants under our Syndicated Revolving Credit Facility. As of September 30, 2025 and December 31, 2024, the available capacity under the Syndicated Revolving Credit Facility was $1,245.5 million and $995.4 million, which takes into account outstanding letters of credit of $4.5 million and $4.6 million, respectively.

Previous wording

Net cash provided by operating activities was$244.5 million for thethree months ended June 30, 2025, compared to$211.7 million for thethree months ended June 30, 2024, an increase of$32.8 million or 15.5%. The increase in operating cash flow was due to an increase in operating profit partially offset by the timing of certain cash payments throughout the quarter.

Current wording

Net cash provided by operating activities was$403.5 million for thethree months ended September 30, 2025, compared to$296.2 million for thethree months ended September 30, 2024, an increase of$107.3 million or 36.2%. The increase in operating cash flow was due to an increase in operating profits, the timing of cash receipts, and lower cash tax payments, partially offset by an increase interest payments.

Previous wording

Net cash provided by operating activities was$689.2 million for the six months ended June 30, 2025, compared to$592.4 million for the six months ended June 30, 2024, an increase of$96.8 million or 16.3%. The increase in operating cash flow was due to an increase in operating profit and a federal tax refund received in the first quarter of 2025.

Current wording

Net cash provided by operating activities was$1,092.7 million for thenine months ended September 30, 2025, compared to$888.6 million for thenine months ended September 30, 2024, an increase of$204.1 million or 23.0%. The increase in operating cash flow was due to an increase in operating profits, the timing of cash receipts, and lower cash tax payments, partially offset by an increase interest payments.

Previous wording

Net cash used in investing activities of$138.4 million for the six months ended June 30, 2025 was primarily related to capital expenditures of$109.5 million and an acquisition and purchase of an additional controlling interest of $24.4 million. Net cash used in investing activities of$23.8 million for the six months ended June 30, 2024 was primarily related to capital expenditures of $113.0 million, and acquisitions and a purchase of an additional controlling interest totaling $23.4 million, partially offset by proceeds received upon settlement of our retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022 of $112.1 million.

Current wording

Net cash used in investing activities of$372.9 million for thenine months ended September 30, 2025 was primarily related toto acquisitions of $184.8 million, capital expenditures of$176.9 million, investments in non-public companies of $8.5 million, and escrow funding associated with acquisitions of $2.7 million. Net cash used in investing activities of$76.4 million for thenine months ended September 30, 2024 was primarily related to capital expenditures of $168.5 million, and acquisitions and a purchase of an additional controlling interest totaling $23.4 million, partially offset by proceeds received upon settlement of our retained interests related to the prior sales of our healthcare business in 2016 and our specialized markets business in 2022 of $112.1 million, and an escrow release associated with acquisitions of $3.8 million.

Previous wording

Net cash used in financing activities of$659.0 million for thethree months ended June 30, 2025 was primarily driven by the repayment of our 2025 senior note of $500.0 million, repurchases of common stock of $100.0 million, dividends paid of $63.0 million, payment of excise tax of $7.6 million, the net share settlement of taxes from restricted stock and performance share awards of $7.6 million, and other financing activities of $3.7 million, partially offset by the proceeds from stock options exercised of $22.9 million. Net cash provided by financing activities of$14.1 million for thethree months ended June 30, 2024 was primarily driven by the payment on early extinguishment of debt of $396.4 million, the funding of a $150.0 million accelerated share repurchase program, and dividends paid of $55.5 million, partially offset by proceeds from the issuance of long-term debt, net of original discount, of $590.2 million, and proceeds from stock options exercised of $35.0 million.

Current wording

Net cash provided by financing activities of$1,305.3 million for thethree months ended September 30, 2025 was primarily driven by the proceeds from the issuance of short-term debt of $1,497.9 million, and proceeds from stock options exercised of $3.7 million, partially offset by repurchases of common stock of $100.1 million, dividends paid of $62.6 million, the payment of debt issuance costs of $19.2 million, and other financing activities of $13.9 million. Net cash used in financing activities of$421.3 million for thethree months ended September 30, 2024 was primarily driven by the funding of a $400.0 million accelerated share repurchase program and dividends paid of $55.3 million, partially offset by proceeds from stock options exercised of $47.4 million.

Previous wording

Net cash used in financing activities of$225.7 million for the six months ended June 30, 2025 was primarily driven bythe repayment of our 2025 senior note of $500.0 million, repurchases of common stock of $300.1 million, dividends paid of $126.0 million, the net share settlement of taxes from restricted stock and performance share awards of $25.5 million, payment of excise tax of $7.6 million, payment of debt issuance costs of $6.2 million, and other financing activities of $6.2 million, partially offset by the proceeds from issuance of long term debt of $698.3 million and proceeds from stock options exercised of $47.6 million. Net cash used in financing activities of$236.9 million for the six months ended June 30, 2024 was primarily driven by the payment on the early extinguishment of debt of $396.4 million, the funding of $350.0 million of accelerated share repurchase programs, and dividends paid of $111.3 million, partially offset by proceeds from the issuance of long-term debt, net of original discount, of $590.2 million, and proceeds from stock options exercised of $63.2 million.

Current wording

Net cash provided by financing activities of$1,079.6 million for thenine months ended September 30, 2025 was primarily driven bythe was primarily driven by the proceeds from the issuance of short-term debt of $1,497.9 million, proceeds from the issuance of long-term debt of $698.3 million, and proceeds from stock options exercised of $51.3 million, partially offset byrepayment of our 2025 senior note of $500.0 million, repurchases of common stock of $400.2 million, dividends paid of $188.6 million, the net share settlement of taxes from restricted stock and performance share awards of $26.0 million, payment of debt issuance costs of $25.4 million, payment of excise tax of $7.6 million, and other financing activities of $20.1 million. Net cash used in financing activities of$658.2 million for thenine months ended September 30, 2024 was primarily driven by the funding of $750.0 million of accelerated share repurchase programs, the payment on the early extinguishment of debt of $396.4 million, and dividends paid of $166.6 million, partially offset by proceeds from the issuance of long-term debt, net of original discount, of $590.2 million, and proceeds from stock options exercised of $110.6 million.

Previous wording

Our management’s discussion and analysis of financial condition and results of operations are based on our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the U.S. The preparation of these financial statements require management to make estimates and judgments that affect reported amounts of assets and liabilities and related disclosures of contingent assets and liabilities at the dates of the financial statements and revenue and expenses during the reporting periods. These estimates are based on historical experience and on other assumptions that are believed to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, including those related to acquisition purchase price allocations, revenue recognition, goodwill and intangible assets, pension and other postretirement benefits, stock-based compensation, income taxes, and allowance for doubtful accounts. Actual results may differ from these assumptions or conditions. Some of the judgments that management makes in applying its accounting estimates in these areas are discussed under the heading "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our annual report on Form 10-K dated and filed with the Securities and Exchange Commission on February 26, 2025. Since the date of our annual report on Form 10-K, there have been no material changes to our critical accounting policies and estimates other than the items noted below.

Current wording

Our management’s discussion and analysis of financial condition and results of operations are based on our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the U.S. The preparation of these financial statements requires management to make estimates and judgments that affect reported amounts of assets and liabilities and related disclosures of contingent assets and liabilities at the dates of the financial statements and revenue and expenses during the reporting periods. These estimates are based on historical experience and on other assumptions that are believed to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, including those related to acquisition purchase price allocations, revenue recognition, goodwill and intangible assets, pension and other postretirement benefits, stock-based compensation, income taxes, and allowance for doubtful accounts. Actual results may differ from these assumptions or conditions. Some of the judgments that management makes in applying its accounting estimates in these areas are discussed under the heading "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our annual report on Form 10-K dated and filed with the Securities and Exchange Commission on February 26, 2025. Since the date of our annual report on Form 10-K, there have been no material changes to our critical accounting policies and estimates other than the items noted below.