FULLER H B CO

(Amounts in thousands, except per share amounts)

Note1: Basis of Presentation

The accompanying unaudited interim Consolidated Financial Statements of H.B. Fuller Company and Subsidiaries have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and the instructions to Form10-Q and Article10 of Regulation S-X. Accordingly, they donot include all of the information necessary for a fair presentation of results of operations, comprehensive income, financial position and cash flows in conformity with U.S. generally accepted accounting principles. In our opinion, the unaudited interim Consolidated Financial Statements reflect all adjustments of a normal recurring nature considered necessary for the fair presentation of the results for the periods presented. Operating results for interim periods arenot necessarily indicative of results that* may*be expected for the fiscal year as a whole.

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures at the date of the financial statements and during the reporting period. Actual results could differ from these estimates. These unaudited interim Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in our Annual Report on Form10-K for the year ended* November 29, 2025* as filed with the Securities and Exchange Commission.

New Accounting Pronouncements

In* November 2024,the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU")No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires additional disclosure of the nature of expenses included in our Consolidated Financial Statements. Our effective date of this ASU is our fiscal year ending December 2, 2028.*We are currently evaluating the impact of adopting this guidance on the related financial statement disclosures.

In* December 2023,the FASB issued ASUNo. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires entities to provide additional information in the rate reconciliation and additional disclosures about income taxes paid. This guidance requires public entities to disclose in their rate reconciliation table additional categories of information about federal, state, and foreign income taxes and to provide more details about the reconciling items in some categories if the items meet a quantitative threshold. Our effective date of this ASU is our fiscal year ending November 28, 2026.*We are currently evaluating the impact of adopting this guidance on the related financial statement disclosures.

Recently issued accounting standards or pronouncementsnot disclosed above have been excluded as they arenot relevant to the company.

Supplier Finance Program

We have agreements withthird parties to provide supplier finance programs which facilitate participating suppliers' ability to finance payment obligations of the Company with designatedthird-party financial institutions. Participating suppliers* may,at their sole discretion, elect to financeone* or more payment obligations of the Company prior to their scheduled due dates at a discounted price to participating financial institutions. The Company hasno economic interest in the sale of these suppliers’ receivables andno direct financial relationship with the financial institutions concerning these services. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, arenot impacted by suppliers’ decisions to finance amounts under these arrangements. The outstanding payment obligations that were confirmed as valid and remained outstanding as of* August 29, 2026*, and* November 29, 2025*, were approxi mately $7,097 and $7,379, respectively. These obligations under the Company’s supplier finance programs are included in accounts payable in the Consolidated Balance Sheets, and the associated payments are reflected in the cash flows from operating activities section of the Consolidated Statements of Cash Flows.

Short-term notes classified as long-term debt

As of* August 29, 2026*, the Company had 10-year unsecured public notes with an aggregate principal balance of $300,000 and a fixed coupon rate of 4.0 percent due* February 15, 2027,classified as long term debt on the accompanying Consolidated Balance Sheets based on the Company’s intent and ability to refinance the notes on a long‑term basis. The Company maintains a revolving credit facility with maturity extending beyondtwelve* months from the balance sheet date and sufficient borrowing capacity to replace the notes with a long-term financing facility.

Note2: Acquisitions

Pending Acquisition of Advanced Medical Solutions Group plc

On* June 25, 2026,the Company issued an announcement pursuant to Rule2.7* of the UK City Code on Takeovers and Mergers, disclosing that the board of directors of the Company and the board of directors of Advanced Medical Solutions Group plc (“AMS”) had reached agreement on the terms of a recommended final cash offer by the Company for the entire issued and to be issued share capital of AMS. The acquisition price values the entire issued and to be issued ordinary share capital of AMS at approximately 659,000 British pounds (285 pence per share) and implies an enterprise value of approximately 715,000 British pounds. The Company has entered into a forward exchange contract to economically hedge the cash cost of the transaction and various credit agreements to fund it. See Notes 6 and 11 for further description of these financial instruments. On* August 12, 2026,*the shareholders of AMS approved the Company's proposed acquisition of AMS. The transaction is expected to close by the end of the calendar year, subject to certain regulatory approvals and other customary closing conditions.

Dongguan Nako Technology Co., Ltd.

On* August 26, 2026,we acquired certain assets of Dongguan Nako Technology Co., Ltd. ("Dongguan Nako") for a purchase price of 70,000 China Yuan Renminbi, or approximately $10,416 which was funded through existing cash. Upon closing we paid 25,650 China Yuan Renminbi and will make asecond* payment and athird holdback payment totaling 31,350 China Yuan Renminbi based on the terms of the agreement. Additionally, the purchase price includes an estimated earnout of up to 13,000 China Yuan Renminbi which is due on thethird anniversary of the original closing date following the completion of certain performance goals. Headquartered in Dongguan City, China, Dongguan Nako is engaged in the business of automated fastener precoating, including anti-loosening, leak-proofing, vibration absorption and screw coating services. The acquisition of Dongguan Nako is expected to accelerate the realization of our top growth priorities in China, consistent with our strategy to proactively drive capital allocation to the highest margin, highest growth market segments within the functional coatings, adhesives, sealants and elastomer industry. The acquisition fair value measurement was preliminary as of* August 29, 2026* and includes goodwill of $5,241, other intangible assets of $4,831 and other net assets of $344. Goodwill represents expected synergies from combining Dongguan Nako with our existing business. Goodwill isnot deductible for tax purposes. Dongguan Nako is included in our Engineering Adhesives operating segment.

ND Industries Fastening Elements Locking and Sealing Technologies Industry and Trade Inc.

On* November 17, 2025,we completed the acquisition of ND Industries Fastening Elements Locking and Sealing Technologies Industry and Trade Inc. ("ND Industries Turkey") for a purchase price of 334,106 Turkish lira, or approximately $7,902 which was funded through existing cash. This includes a holdback amount of 105,699 Turkish lira that will be paid intwo* payments on the18-month and36-month anniversaries of the closing date. Headquartered in Istanbul, Turkey, ND Industries Turkey is a leading provider of specialty adhesives and fastener locking and sealing solutions. The acquisition of ND Industries Turkey is expected to accelerate the realization of our top growth priorities in EIMEA, consistent with our strategy to proactively drive capital allocation to the highest margin, highest growth market segments within the functional coatings, adhesives, sealants and elastomer industry. The acquisition fair value measurement was preliminary as of* August 29, 2026* and includes goodwill of $4,533, other intangible assets of $3,300 and other net assets of $69. Goodwill represents expected synergies from combining ND Industries Turkey with our existing business. Goodwill isnot deductible for tax purposes. ND Industries Turkey is included in our Engineering Adhesives operating segment.

ND Industries Asia, Inc.

On* February 15, 2025,we acquired the assets of ND Industries Asia, Inc. ("ND Industries Taiwan") for a purchase price of 271,860 Taiwan dollars, or approximately $8,310 which was funded through existing cash. Headquartered in Kaohsiung, Taiwan, ND Industries Taiwan is a leading provider of specialty adhesives and fastener locking and sealing solutions. The acquisition of ND Industries Taiwan is expected to accelerate the realization of our top growth priorities in Greater Asia, consistent with our strategy to proactively drive capital allocation to the highest margin, highest growth market segments within the functional coatings, adhesives, sealants and elastomer industry. The acquisition fair value measurement was final as of November 29, 2025*and includes goodwill of $2,801, other intangible assets of $2,400 and other net assets of $3,109. Goodwill represents expected synergies from combining ND Industries Taiwan with our existing business. Goodwill is deductible for tax purposes. ND Industries Taiwan is included in our Engineering Adhesives operating segment.

GEM S.r.l. and Medifill Limited

On* January 15, 2025,we completed the acquisition of GEM S.r.l. (“GEM”) and on December 2, 2024,we completed the acquisition of Medifill Limited (Medifill) for a total purchase price of 191,868 Euros, or approximately $196,990 which was funded through borrowings on our credit facility and existing cash. The transaction includes a 30,000 Euro holdback to be paid inthree annual tranches beginningone year after the date of acquisition with thefirst* payment made during thefirst quarter2026. The fair value of the remaining holdback was $25,725 as of* August 29, 2026*. See Note12 for more information on the fair value of the holdback.

Although they were independent transactions, the acquisitions of GEM and Medifill were accounted for as a single business combination under ASC805, as they were negotiated concurrently and are economically interdependent. Headquartered in Viareggio, Italy, GEM develops, produces and sells medical adhesives for wound closure in both surgical and topical applications. Headquartered in Dublin, Ireland, Medifill produces medical-grade cyanoacrylate adhesives tailored to the wound closure market for GEM. The acquisitions of GEM and Medifill established a European headquarters for our Medical Adhesives Technologies business and European production capabilities for our medical adhesive offerings, further shifting our portfolio toward highly profitable, higher growth markets. The acquisition fair value measurement was final as of* February 28, 2026and includes goodwill of $91,430, other intangible assets of $104,723 and other net assets of $837. Goodwill represents expected synergies from combining GEM and Medifill with our existing business. Goodwill isnot* deductible for tax purposes. GEM and Medifill are included in our Hygiene, Health and Consumable Adhesives operating segment.

Note3: Restructuring Actions

Restructuring Plans

During fiscal year2023, the Company approved restructuring plans (the "Plans") related to organizational changes and other actions to optimize operations and integrate acquired businesses. The Plans were implemented in thesecond quarter of fiscal year2023 and are expected to be completed during fiscal year2026. In implementing the Plans, the Company currently expects to incur pre-tax costs of approxim ately $87,000 to $90,000 for severance and related employee costs globally, and other restructuring costs related to the streamlining of processes and the payment of anticipated income taxes in certain jurisdictions related to the Plans.

The following table summarizes the pre-tax distribution of charges under these restructuring plans by income statement classification:

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The restructuring charges are recorded in Corporate Unallocated for segment reporting purposes.

A summary of the other restructuring liability is presented below:

Non-cash charges primarily include accelerated depreciation resulting from the cessation of use of certain long-lived assets, impairments of certain long-lived assets, the recording of an inventory provision related to the discontinuance of certain products, and inventory disposals. Restructuring liabilities have been classified as a component of other accrued expenses on the Consolidated Balance Sheets.

Other Restructuring

The Company approved restructuring actions related to global footprint optimization during thefourth quarter of2025. The Company incurred $4,924 of expenses in thefourth quarter of2025 associated with these actions. These actions are currently expected to be completed during fiscal year2028. Restructuring costs are expected to be incurred over the next several fiscal quarters as the measures are implemented with the majority of the charges recognized and cash payments occurring in fiscal2026 and2027. In implementing the other restructuring actions, the Company currently expects to incur pre-tax costs of approxim ately $45,000 to $50,000 for severance and related employee costs globally, and other restructuring costs related to optimizing the Company’s footprint and the payment of anticipated income taxes in certain jurisdictions related to the actions.

The following table summarizes the pre-tax distribution of charges under these restructuring actions by income statement classification:

The restructuring charges are recorded in Corporate Unallocated for segment reporting purposes.

A summary of the restructuring liability is presented below:

Non-cash charges primarily include accelerated depreciation resulting from the cessation of use of certain long-lived assets and impairments of certain long-lived assets. Restructuring liabilities have been classified as a component of other accrued expenses on the Consolidated Balance Sheets.

Note4: Inventory

The composition of inventory is as follows:

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Note5: Goodwill and Other Intangible Assets

The goodwill activity by reportable segment for thenine months ended* August 29, 2026* is presented below:

Balances of amortizable identifiable intangible assets, excluding goodwill and other non-amortizable intangible assets, are as follows:

Amortization expense with respect to amortizable intangible assets was $21,536 and $22,082 for thethree months ended* August 29, 2026and August 30, 2025*, respectively, and was $65,182 and $64,525 for thenine months ended* August 29, 2026and August 30, 2025*, respectively.

Estimated aggregate amortization expense based on the current carrying value of amortizable intangible assets for the nextfive fiscal years is as follows:

The above amortization expense forecast is an estimate. Actual amounts* may*change from such estimated amounts due to fluctuations in foreign currency exchange rates, additional intangible asset acquisitions, potential impairment, accelerated amortization or other events.

Note6: Long-Term Debt

On* July 17, 2026,we entered into AmendmentNo.* 3 (the “Amendment”) to our Second Amended and Restated Credit Agreement dated as of* February 15, 2023,as previously amended which replaced our senior secured term loan A facility (“Term Loan A”) and our senior secured multicurrency revolving credit facility (“Revolver”). Our Term Loan A was refinanced changing the aggregate principal amount to $420.0 million and our Revolver was refinanced with the aggregate principal amount of the revolving credit facility available to us increasing from $700.0 million to $800.0 million. The interest rate margins applicable to both the Term Loan A and Revolver are based on a leverage grid which was updated to include an additional step-down tier of 25 basis points. Additionally, we eliminated the credit spread adjustment of 10 basis points from the prior agreement. The maturity date of the amended Term Loan A and amended Revolver was also extended to July 17, 2031.*The terms of our term loan B facility remain unchanged.

On* June 25, 2026,we entered into (i) a Term Loan and Revolving Facility Secured Bridge Credit Agreement (“Secured Bridge Credit Agreement”) and (ii) a Term Loan Unsecured Bridge Credit Agreement (“Unsecured Bridge Credit Agreement”) to provide us certain borrowings in an aggregate amount of up to $3.0 billion in connection with our pending acquisition of AMS. See Note2* for more information on our pending acquisition of AMS.

The Secured Bridge Credit Agreement included term commitments of $1.4 billion and revolving commitments of $700.0 million and was terminated on* July 17, 2026*as a part of the Amendment withno amounts drawn on this facility.

The Unsecured Bridge Credit Agreement includes $917.0 million of commitments. As of* August 29, 2026,there areno amounts drawn on the Unsecured Bridge Credit Agreement. To the extent any borrowings are made under the Unsecured Bridge Credit Agreement, such loans will mature364* days after the closing date to fund the pending acquisition of AMS and to pay related fees and expenses. Any borrowings made under the Unsecured Bridge Credit Agreement bear interest at a per annum rate equal to a base rate plus a rate of (i)1.50 percent or (ii)2.50 percent, as determined therein, with interest rate increases of 0.25 percent per90 days. The Unsecured Bridge Credit Agreement contains customary representations and warranties, events of default, and affirmative and negative covenants.

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Note7: Components of Net Periodic Benefit related to Pension and Other Postretirement Benefit Plans

Service cost is included with employee compensation cost in cost of sales and selling, general and administrative expenses in the Consolidated Statements of Income. The components of our net periodic defined benefit pension and postretirement benefit costs other than service cost are presented in other income, net in the Consolidated Statements of Income.

Note8: Accumulated Other Comprehensive Income (Loss)

The following table provides details of total comprehensive income (loss):

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1 Income taxes arenot provided for foreign currency translation relating to indefinite investments in international subsidiaries.

2 Amounts reclassified from accumulated other comprehensive loss into earnings as part of net periodic cost related to pension and other postretirement benefit plans is reported in cost of sales, selling general and administrative expense and other income, net.

3 Amounts reclassified from accumulated other comprehensive loss into earnings is reported in other income, net.

The components of accumulated other comprehensive loss are as follows:

Note9: Income Taxes

Income tax expense for thethree andnine months ended* August 29, 2026* includes $2,075 and $1,621 of discrete tax benefit, respectively, relating to various U.S. and foreign tax matters. Excluding the discrete tax benefit, the overall effective tax rate was 26.4 percent and 26.8 percent for thethree andnine months ended* August 29, 2026*, respectively.

Income tax expense for thethree andnine months ended* August 30, 2025* includes $3,742 of discrete tax benefit and $11,210 of discrete tax expense, respectively. The discrete tax benefit for thethree months ended* August 30, 2025* relates to various U.S. and foreign tax matters. The discrete tax expense for thenine months ended* August 30, 2025* relates to the impact of withholding tax recorded on earnings that areno longer permanently reinvested, offset by various U.S. and foreign tax matters. Excluding the discrete tax benefit and expense, the overall effective tax rate was 24.4 percent and 25.2 percent for thethree andnine months ended* August 30, 2025*, respectively.

As of* August 29, 2026*, we had a liability of $8,246 recorded for gross unrecognized tax benefits (excluding interest) compared to $9,206 as of* November 29, 2025*. As of* August 29, 2026* and* November 29, 2025*, we had accrued $1,372 and $2,158 of gross interest relating to unrecognized tax benefits, respectively.

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Note10 Earnings Per Share

A reconciliation of the common share components for the basic and diluted earnings per share calculations is as follows:

Basic earnings per share is calculated by dividing net income attributable to H.B. Fuller by the weighted-average number of common shares outstanding during the applicable period. Diluted earnings per share is based upon the weighted-average number of common and common equivalent shares outstanding during the applicable period. The difference between basic and diluted earnings per share is attributable to share-based compensation awards. We use the treasury stock method to calculate the effect of outstanding shares, which computes total employee proceeds as the sum of (a) the amount the employee must pay upon exercise of the award and (b) the amount of unearned share-based compensation costs attributed to future services. Share-based compensation awards for which total employee proceeds exceed the average market price over the applicable period have an antidilutive effect on earnings per share, and accordingly, are excluded from the calculation of diluted earnings per share.

Share-based compensation awards of 2,635,442 and 1,935,970 shares for thethree months ended* August 29, 2026and August 30, 2025*, respectively, were excluded from diluted earnings per share calculations because they were antidilutive. Share-based compensation awards of 2,891,579 and 2,132,875 shares for thenine months ended* August 29, 2026and August 30, 2025*, respectively, were excluded from diluted earnings per share calculations because they were antidilutive.

Note11: Financial Instruments

As a result of being a global enterprise, foreign currency exchange rates and fluctuations in those rates* may*affect the Company's net investment in foreign subsidiaries and our earnings, cash flows and financial position are exposed to foreign currency risk from foreign currency denominated receivables and payables.

We use foreign currency forward contracts, cross-currency swaps, interest rate swaps and net investment hedges to manage risks associated with foreign currency exchange rates and interest rates. We donot hold derivative financial instruments of a speculative nature or for trading purposes. We record derivatives as assets and liabilities on the balance sheet at fair value. Changes in fair value are recognized immediately in earnings unless the derivative qualifies and is designated as a hedge. Cash flows from derivatives are classified in the Consolidated Statement of Cash Flows in the same category as the cash flows from the items subject to designated hedge or undesignated (economic) hedge relationships. We evaluate hedge effectiveness at inception and on an ongoing basis. If a derivative isno longer expected to be effective, hedge accounting is discontinued. Hedge ineffectiveness, if any, is recorded in earnings.

We are exposed to credit risk in the event of nonperformance of counterparties for foreign currency forward exchange contracts and interest rate swap agreements. We select investment-grade multinational banks and financial institutions as counterparties for derivative transactions and monitor the credit quality of each of these banks on a periodic basis as warranted. We donot anticipate nonperformance by any of these counterparties, and valuation allowances, if any, are de minimis.

Cash Flow Hedges

On* January 12, 2023,we entered into an interest rate swap agreement to convert $400,000 of our variable rate1*-month LIBOR debt to a fixed rate of 3.6895 percent that matures on* January 12, 2028.On February 28, 2023,after refinancing our debt, we amended the interest rate swap agreement to our1*-month SOFR rate debt to a fixed rate of 3.7260 in accordance with the practical expedients included in ASC848, Reference Rate Reform. The fair value of the interest rate swap was an asset of $2,094 at* August 29, 2026* and was included in other assets in the Consolidated Balance Sheets. The swap was designated for hedge accounting treatment as a cash flow hedge. We are applying the hypothetical derivative method to assess hedge effectiveness for this interest rate swap. Changes in the fair value of a hypothetically perfect swap with terms that match the critical terms of our variable rate debt are compared with the change in the fair value of the swap.

On* March 16, 2023,we entered into an interest rate swap agreement to convert $300,000 of our1*-month SOFR debt to a fixed rate of 3.7210 percent that matures on* February 15, 2028.The fair value of the interest rate swap was an asset of $1,711 at August 29, 2026* and was included in other assets in the Consolidated Balance Sheets. The swap was designated for hedge accounting treatment as a cash flow hedge. We are applying the hypothetical deriv ative method to assess hedge effectiveness for this interest rate swap. Changes in the fair value of a hypothetically perfect swap with terms that match the critical terms of our variable rate debt are compared with the change in the fair value of the swap.

On* March 16, 2023,we entered into an interest rate swap agreement to convert $100,000 of our1*-month SOFR debt to a fixed rate of 3.8990 percent that matures on* February 15, 2028.The fair value of the interest rate swapwas an asset of $335 at * August 29, 2026 and was included in other liabilities inthe Consolidated Balance Sheets. The swap was designated for hedge accounting treatment as a cash flow hedge. We are applying the hypothetical derivative method to assess hedge effectiveness for this interest rate swap. Changes in the fair value of a hypothetically perfect swap with terms that match the critical terms of our variable rate debt are compared with the change in the fair value of the swap.

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The amounts of pretax income (loss) recognized in Other Comprehensive Income related to derivative instruments designated as cash flow hedges are as follows:

Fair Value Hedges

On* February 12, 2021,we entered into interest rate swap agreements to convert our $300,000 Public Notes that were issued on October**20,* 2020 to a variable interest rate of1-month LIBOR plus 3.28 percent. On* June 30, 2023,1-month LIBOR rates ceased to exist and the IBOR Fallbacks Protocol published by the International Swaps and Derivatives Association ("ISDA") took effect as outlined in the interest rate swap agreement. As a result, the interest rate swap agreement was converted to Overnight SOFR plus 3.28 percent. We applied the practical expedients included in ASC848, Reference Rate Reform. These interest rate swap agreements mature on October 15, 2028.The combined fair value of the interest rate swaps was a liability of $20,932 at August 29, 2026*, and was included in other liabilities in the Consolidated Balance Sheets. The swaps were designated for hedge accounting treatment as fair value hedges. We apply the short cut method and assume hedge effectiveness. Changes in the fair value of a hypothetically perfect swap with terms that match the critical terms of our $300,000 fixed rate Public Notes are compared with the change in the fair value of the swaps.

Net Investment Hedges

On* June 15, 2026,we entered into fixed-to-fixed cross-currency interest rate swap agreements for a total notional amount of€100,000 maturing in June 2030.On March 25, 2026,we entered into fixed-to-fixed cross-currency interest rate swap agreements for a total notional amount of€100,000 maturing in March 2029.On October 17, 2022,we entered into a float-to-float cross-currency interest rate swap agreement with a notional amount of€307,173 maturing in October 2028.On October 20, 2022,we entered into fixed-to-fixed cross-currency interest rate swap agreements for a total notional amount of€300,000 with tranches maturing in August 2025,** August 2026and February 2027.On July 18, 2025,we amended the agreement for thetwo* tranches of the fixed-to-fixed cross-currency interest rate swap, of€50,000 each, that matured in* August 2025to a maturity date of February 2027.Then on August 15, 2026we amended the agreement of another tranche of the fixed-to-fixed cross-currency interest rate swap, of€100,000, that matured in August 2026to a maturity date of February 2028.On June 30, 2023,1-month LIBOR rates ceased to exist and the IBOR Fallbacks Protocol published by the International Swaps and Derivatives Association (ISDA) took effect as outlined in the interest rate swap agreement. As a result, the1-month LIBOR leg of the float-to-float agreement was converted to Overnight SOFR plus 3.28 percent. On July 17, 2023,we amended the1*-month EURIBOR leg of the float-to-float agreement to Overnight ESTR plus 3.2195 percent. We applied the practical expedients included in ASC848, Reference Rate Reform. As of* August 29, 2026*, the combined fair value of the swaps was a liabilityof $112,180 and was included in other liabilities in the Consol idated Balance Sheets. The cross-currency interest rate swaps hedge a portion of the Company’s investment in Euro denominated foreign subsidiaries and U.S. dollar denominated subsidiaries.

The swaps are designated as net investment hedges for accounting treatment. The net gains or losses attributable to changes in spot exchange rates are recorded in the cumulative translation adjustment within other comprehensive income. The gains or losses are reclassified into earnings upon a liquidation event or deconsolidation of the foreign subsidiary. Any ineffective portions of net investment hedges are reclassified from accumulated other comprehensive income (loss) into earnings during the period of change. The amount in accumulated other comprehensive income (loss) related to net investment hedge cross-currency swaps was an after-tax loss of $85,238 as of* August 29, 2026*. The amounts of pretax gain recognized in other comprehensive income related to the net investment hedge was $5,437 and $492 for thethree andnine months ended* August 29, 2026*, respectively. As of* August 29, 2026*, we reclassified $86 of losses into earnings from net investment hedges and we expect to reclassify $411 of losses into earnings within the nexttwelve months. This is related to the portion excluded from the assessment of hedge effectiveness for the net investment hedges in the amount of $1,056.

DerivativesNot* Designated as Hedging Instruments*

We use foreign currency forward contracts to offset our exposure to the change in value of certain foreign currency denominated assets and liabilities held at foreign subsidiaries that are remeasured at the end of each period. Although the contracts are effective economic hedges, they arenot designated as accounting hedges. Foreign currency forward contracts are recorded as assets and liabilities on the balance sheet at fair value. Changes in the value of these derivatives are recognized immediately in earnings, thereby offsetting the current earnings effect of the related foreign currency denominated assets and liabilities. See Note12 for the fair value amounts of these derivative instruments. As of* August 29, 2026*, we had forward foreign currency contracts maturing between* August 31, 2026and June 2, 2027.*The mark-to-market effect associated with these contracts was largely offset by the underlying transaction gains and losses resulting from the foreign currency exposures for which these contracts relate.

The amounts of pretax gains recognized in other income, net related to these derivative instrumentsnot designated as hedging instruments for thenine months ended* August 29, 2026and August 30, 2025* were $145 and $2,989, respectively.

On* June 25, 2026,the Company entered into a forward exchange contract with a notional amount of 675,000 British pounds to offset the impact of exchange rate fluctuations associated with our pending acquisition of AMS. See Note2* for further information on our pending acquisition of AMS. The derivative is intended to economically offset changes in the U.S. dollar value of the expected British pound-based purchase price prior to closing. This contract isnot designated as a hedging instrument. This derivative is recorded in other current assets on the balance sheet at fair value with changes in value being recognized immediately in earnings. The amount of pretax gain recognized in other income, net related to this derivative for thethree andnine months ended * August 29, 2026* was $19,713. Also see Note12 for the fair value amount of this derivative instrument.

Concentrations of credit risk with respect to trade accounts receivable are limited due to the large number of entities in the customer base and their dispersion across many different industries and countries. As of* August 29, 2026*, there wereno significant concentrations of credit risk.

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Note12: Fair Value Measurements

Estimates of fair value for financial assets and liabilities are based on the framework established in the accounting guidance for fair value measurements. The framework defines fair value, provides guidance for measuring fair value and requires certain disclosures. The framework discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow) and the cost approach (cost to replace the service capacity of an asset or replacement cost). The framework utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value intothree broad levels. The following is a brief description of thosethree levels:

Balances Measured at Fair Value on a Recurring Basis

The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis as of* August 29, 2026* and* November 29, 2025*, and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value.

As of* August 29, 2026*, the fair value of our Level3 liabilities includes a holdback liability of $22,521, based on a discounted cash flow model, related to the acquisition of GEM and Medifill. It also includes a $1,271 holdback liability and a $1,933 contingent consideration liability both related to the acquisition of Dongguan Nako. Adjustments to the fair value of these liabilities are recorded to interest expense in the Statement of Income. See Note2 for further discussion regarding our acquisitions. The following table provides details of this Level3 liability.

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Balances Measured at Fair Value on a Nonrecurring Basis

We measure certain assets and liabilities at fair value on a nonrecurring basis. These assets include intangible assets acquired in an acquisition. The identified intangible assets of customer relationships, technology and tradenames acquired in connection with our acquisitions were measured using unobservable (Level3) inputs. The fair value of the intangible assets was calculated using either the income or cost approach. Significant inputs include estimated revenue growth rates, gross margins, operating expenses, attrition rate, royalty rate and discount rate.

See Note2 for further discussion regarding our acquisitions.

Balances Disclosed at Fair Value

Long-term debt had an estimated fair valueof$2,076,102 and $2,041,062 as of* August 29, 2026* and* November 29, 2025*, respectively. The fair value of long-term debt is based on quoted market prices for the same or similar issues or on the current rates offered for debt of similar maturities. The estimated fair value of these long-term obligations isnot necessarily indicative of the amount that would be realized in a current market exchange.

Note13: Commitments and Contingencies

Environmental Matters

We are involved in environmental investigations, clean-up activities and administrative proceedings related to environmental compliance matters at former and current operating facilities. We have also been identified as a potentially responsible party (“PRP”) under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and/or similar state laws that impose liability for costs relating to the clean-up of contamination resulting from past spills, disposal or other release of hazardous substances associated with landfills and/or hazardous waste sites. As a PRP, we* maybe required to pay a share of the costs of investigation and clean-up of these sites. We are subject to similar laws in some of the countries where current and former facilities are located. Our environmental, health and safety department monitors compliance with applicable laws on a global basis. To the extent we can reasonably estimate the amount of our probable liabilities for environmental matters, we establish an undiscounted financial provision. We recorded liabilities of $4,676 and $2,625 as of August 29, 2026* and* November 29, 2025*, respectively, for probable and reasonably estimable environmental remediation costs.

While uncertainties exist with respect to the amounts and timing of the ultimate environmental liabilities, based on currently available information, we have concluded that these matters, individually or in the aggregate, willnot have a material adverse effect on our results of operations, financial condition or cash flow.

Other Legal Proceedings

From time to time and in the ordinary course of business, we are a party to, or a target of, lawsuits, claims, investigations and proceedings, including product liability, personal injury, contract, patent and intellectual property, environmental, health and safety, tax and employment matters. While we are unable to predict the outcome of these matters, we have concluded, based upon currently available information, that the ultimate resolution of any pending matter, individually or in the aggregate, including the asbestos litigation described in the following paragraphs, willnot have a material adverse effect on our results of operations, financial condition or cash flow.

We have been named as a defendant in lawsuits in which plaintiffs have alleged injury due to products containing asbestos manufactured more than35 years ago. The plaintiffs generally bring these lawsuits against multiple defendants and seek damages (both actual and punitive) in very large amounts. In many cases, plaintiffs are unable to demonstrate that they have suffered any compensable injuries or that the injuries suffered were the result of exposure to products manufactured by us. We are typically dismissed as a defendant in such cases without payment. If the plaintiff presents evidence indicating that compensable injury occurred as a result of exposure to our products, the case is generally settled for an amount that reflects the seriousness of the injury, the length, intensity and character of exposure to products containing asbestos, the number and solvency of other defendants in the case, and the jurisdiction in which the case has been brought.

A significant portion of the defense costs and settlements in asbestos-related litigation is paid bythird parties, including indemnification pursuant to the provisions of a1976 agreement under which we acquired a business from athird party. Currently, thisthird party is defending and paying settlement amounts, under a reservation of rights, in most of the asbestos cases tendered to thethird party.

In addition to the indemnification arrangements withthird parties, we have insurance policies that generally provide coverage for asbestos liabilities, including defense costs. Historically, insurers have paid a significant portion of our defense costs and settlements in asbestos-related litigation. However, certain of our insurers are insolvent. We have entered into cost-sharing agreements with our insurers that provide for the allocation of defense costs and settlements and judgments in asbestos-related lawsuits. These agreements require, among other things, that we fund a share of settlements and judgments allocable to years in which the responsible insurer is insolvent.

A summary of the number of and settlement amounts for asbestos-related lawsuits and claims is as follows:

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We donot believe that it would be meaningful to disclose the aggregate number of asbestos-related lawsuits filed against us because relatively few of these lawsuits are known to involve exposure to asbestos-containing products that we manufactured. Rather, we believe it is more meaningful to disclose the number of lawsuits that are settled and result in a payment to the plaintiff. To the extent we can reasonably estimate the amount of our probable liabilities for pending asbestos-related claims, we establish a financial provision and a corresponding receivable for insurance recoveries.

In* February 2024,the named plaintiffs inRouse et al. v. H.B. Fuller Company et al.* filed athird amended complaint in their lawsuit against the Company andone of its subsidiaries, which was initiated in* September 2022.The suit is pending in the federal District of Minnesota and seeks damages arising from property damage attributed to alleged defects in grout sold by the Company’s divested North America Flooring business. As previously disclosed, the Company and the plaintiffs agreed in principle to settle this matter for up to $75.0 million. Under the proposed settlement, in lieu of funding the maximum settlement amount, the Company’s payment obligations will be limited to validly submitted claims, settlement administration costs, service awards, and plaintiffs’ attorneys’ fees and expenses. Based upon the proposed settlement, the Company concluded that a loss is probable and reasonably estimable and recorded an accrual in anticipation of the settlement of $34.8 million ($26.3 million after tax) based on a range of possible outcomes. On June 10, 2026,the court granted preliminary approval of the terms of a definitive settlement agreement. As of August 29, 2026* and* November 29, 2025*, we have an accrued balance of $34.8 million included in other accrued expenses in the Consolidated Balance Sheets for both periods. The Company believes that it is entitled to reimbursement from its insurers for a substantial portion of the potential settlement amount as well as legal fees already incurred and paid and is actively pursuing reimbursement from its insurers.

Based on currently available information, we have concluded that the resolution of any pending matter, including asbestos-related litigation, individually or in the aggregate, willnot have a material adverse effect on our results of operations, financial condition or cash flow.

Note14: Share Repurchase Program

On* April**22,* 2022, the Board of Directors authorized a share repurchase program of up to $300,000 of our outstanding common shares for a period of up tofive years. Under the program, we are authorized to repurchase shares for cash on the open market, from time to time, in privately negotiated transactions or block transactions, or through an accelerated repurchase agreement. The timing of such repurchases is dependent on price, market conditions and applicable regulatory requirements. Upon repurchasing shares, we reduce our common stock for the par value of the shares with the excess being applied against additional paid-in capital.

During thethird quarter ended* August 29, 2026* there wereno shares repurchased under this program and during thenine months ended* August 29, 2026*, we repurchased shares under this program with an aggregate value of $45,579. Of this amount, $750 reduced common stock and $44,829 reduced additional paid-in capital.

During thethird quarter of2025, there wereno shares repurchased under this program. During thenine months ended* August 30, 2025*, we repurchased shares under this program with an aggregate value of $56,930. Of this amount, $978 reduced common stock and $55,953 reduced additional paid-in capital.

Note15: Segments

Ourthree reportable operating segments consist of Hygiene, Health and Consumable Adhesives, Engineering Adhesives and Building Adhesive Solutions. We are required to report segment information in the same way that we internally organize our business for assessing performance and making decisions regarding allocation of resources. Revenue and Adjusted EBITDA of each of our segments are regularly reviewed by our chief executive officer, who acts as our chief operating decision maker, to make decisions about resources to be allocated to the segments and assess their performance. Adjusted EBITDA is defined as net income before interest, income taxes, and depreciation and amortization, adjusted for other items within a relevant period which arenot reflective of the segment’s operating performance in the period. Corporate expenses, other than those included in Corporate Unallocated, are allocated to each operating segment. Consistent with our internal management reporting, Corporate Unallocated includes and Adjusted EBITDA excludes amounts related to business acquisition and integration costs, organizational restructuring charges and project costs associated with our implementation of a global Enterprise Resource Planning ("ERP") system that we refer to as Project ONE. Corporate assets arenot allocated to the operating segments. See below for a reconciliation of Adjusted EBITDA to net income attributable H.B. Fuller as reflected in the Consolidated Statements of Income.

The business components within each operating segment are managed to maximize the results of the overall operating segment rather than the results of any individual business component of the operating segment. Results of individual components of each operating segment are subject to numerous allocations of segment-wide costs that* mayor may**not* have been focused on that particular component for a particular reporting period. The costs for these allocated resources arenot tracked on a “where-used” basis as financial performance is assessed at the total operating segment level.

Reportable operating segment financial information is as follows:

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1 Segment expenses and other items for all segments primarily include raw material costs, compensation and benefits, delivery expense, rent and lease expense, professional services, travel and entertainment, repairs and maintenance and other manufacturing overhead.

Reconciliation of Net income attributable to H.B. Fuller to Adjusted EBITDA:

1 Other for thethree andnine months ended* August 29, 2026* includes debt extinguishment and bridge financing costs related to a pending acquisition of $7,791. Additionally, it includes acquired environmental liabilities and ongoing litigation and product claims related to a divested business.

2 Interest expense added back for EBITDA is adjusted for amounts already included in adjusted net income attributable to H.B. Fuller.

3 Depreciation and amortization expense added back for EBITDA is adjusted for amounts already included in adjusted net income attributable to H.B. Fuller.

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We view the following disaggregation of net revenue by geographic region as useful to understanding the composition of revenue recognized during the respective reporting periods:

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