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CSW INDUSTRIALS, INC.

For the period ended Sep 30, 2026. Filed Oct 29, 2026.

View on SEC.gov

About this filing

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

Sep 30, 2026 · Filed Oct 29, 2026

CSW$271.74-1.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-07-30.

0001624794-26-000046

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

Current report: 10-Q

Period ended 2026-09-30; filed 2026-10-29.

0001624794-26-000057

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

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

Compared 89 previous paragraphs and 100 current paragraphs.

55 unchanged; 32 reworded; 10 added; 2 removed; 0 previous and 3 current paragraphs rearranged.

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

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

Added paragraphs (10)

Current report

Net revenues for the three months ended September 30, 2026 increased $84.5 million, or 30.5%, as compared with the three months ended September 30, 2025. The increase was primarily due to the acquisitions of MARS Parts, Hydrotex, and ProAction Fluids ($56.3 million or 20.3%). Organic revenue increased $28.2 million, or 10.2%, driven by higher unit volumes and pricing actions. Net revenue increased in the HVAC/R, plumbing, general industrial, energy, mining, rail transportation, and electrical end markets.

Current report

Gross profit for the six months ended September 30, 2026 increased $74.7 million, or 31.8%, as compared with the six months ended September 30, 2025. The increase was primarily a result of increased revenue, partially offset by increases in materials and freight costs. Gross profit margin of 43.4% for the six months ended September 30, 2026 is comparable to the six months ended September 30, 2025.

Current report

Net revenues for the three months ended September 30, 2026 increased $77.3 million, or 37.1%, as compared with the three months ended September 30, 2025. The increase was primarily due to the MARS Parts acquisition ($50.5 million or 24.2%). Organic revenue increased $26.8 million, or 12.9%, due to higher unit volumes and pricing actions. Net revenue increased in the HVAC/R, plumbing, architecturally-specified building product, and electrical end markets.

Current report

Operating income for the six months ended September 30, 2026 increased $38.6 million, or 36.3%, as compared with the six months ended September 30, 2025. The increase was primarily due to the increased revenue, which more than offset higher materials and freight costs and incremental spend related to the integration of completed acquisitions. Operating income margin of 25.8% for the six months ended September 30, 2026 decreased as compared to 26.2% for the six months ended September 30, 2025. This decrease was due to higher materials and freight costs partially offset by pricing actions, as well as acquisition integration costs and the inclusion of recent acquisitions.

Current report

Net revenues for the six months ended September 30, 2026 increased $22.1 million, or 29.2%, as compared to the six months ended September 30, 2025. The increase was primarily due to the acquisitions of Hydrotex and ProAction Fluids ($11.1 million or 14.7%). Organic revenue increased $11.0 million, or 14.5% due to higher unit volume and pricing actions. Net revenue increased in the general industrial, mining, energy, and rail transportation end markets.

Current report

Net revenues for the three months ended September 30, 2026 decreased $3.5 million or 11.1% as compared to the three months ended September 30, 2025 due to lower business activity while the exit of the Greco businesses is in progress (“Greco Exit”), partially offset by pricing and slight volume growth in the remaining business.

Current report

Net revenues for the six months ended September 30, 2026 decreased $6.5 million or 10.2% as compared to the six months ended September 30, 2025 due to lower business activity during the Greco Exit, partially offset by volume growth and pricing in the remaining business.

Current report

Operating income for the three months ended September 30, 2026 decreased $1.4 million, or 29.3%, as compared with the three months ended September 30, 2025. Operating income margin of 12.0% for the three months ended September 30, 2026 decreased as compared to 15.1% for the three months ended September 30, 2025. The decreases in operating income and operating income margin are due to the aforementioned decrease in business activity during the Greco Exit.

Current report

•During the six months ended September 30, 2026, $0.6 million was paid for a product acquisition with an additional $2.7 million in deferred consideration.

Current report

•Dividend payments of $9.8 million and $9.1 million during the six months ended September 30, 2026 and 2025, respectively.
Removed paragraphs (2)

Previous report

Net revenues for the three months ended June 30, 2026 decreased $3.0 million or 9.3% as compared to the three months ended June 30, 2025 due to softness in the residential market served by the Greco business, partially offset by pricing actions and volume growth in the Smoke Guard business.

Previous report

•Dividend payments of $4.9 million and $4.5 million during the three months ended June 30, 2026 and 2025, respectively.
Reworded paragraphs (32)

Previous wording

Many of our products are used to protect the capital assets of our customers that are expensive to repair or replace and are critical to their operations. We have a source of recurring revenue from the maintenance, repair and overhaul and consumable nature of many of our products. We also provide some custom engineered products that strengthen and enhance our customer relationships. The reputation of our product portfolio is built on more than 100 well-respected brand names, such as AC Guard®, Air Sentry®, Amrad®, Aspen Manufacturing TM, Balco®, Cover Guard®, Deacon®, Duckt-Strip®, Dust Free®, Falcon®, Greco®, Hydrotex®, Jet-Lube®, Kopr-Kote®, Leak Freeze®, MARS®, Metacaulk®, No. 5®, OilSafe®, PF WaterWorks TM, ProAction Fluids®, PSP Products TM, RectorSeal®, Safe-T-Switch®, Shoemaker Manufacturing®, Smoke Guard®, TRUaire® and Whitmore®.

Current wording

Many of our products are used to protect the capital assets of our customers that are expensive to repair or replace and are critical to their operations. We have a source of recurring revenue from the maintenance, repair and overhaul and consumable nature of many of our products. We also provide some custom engineered products that strengthen and enhance our customer relationships. The reputation of our product portfolio is built on more than 100 well-respected brand names, such as AC Guard®, Air Sentry®, Amrad®, Aspen Manufacturing TM, Balco®, Cover Guard®, Deacon®, Drain Guard®, Duckt-Strip®, Dust Free®, Falcon®, Greco®, Hydrotex®, Jet-Lube®, Kopr-Kote®, Leak Freeze®, MARS®, Metacaulk®, No. 5®, OilSafe®, PF WaterWorks TM, ProAction Fluids®, PSP Products TM, RectorSeal®, Safe-T-Switch®, Shoemaker Manufacturing®, Smoke Guard®, TRUaire® and Whitmore®.

Previous wording

We expect to maintain a strong balance sheet in fiscal year 2027, which provides us with access to capital through our cash on hand, internally-generated cash flow, and availability under our Revolving Credit Facility ("RCF") and Senior Secured Term Loan A ("TLA"). Our capital allocation strategy continues to guide our investing decisions, with a priority to direct capital to the highest risk adjusted return opportunities, within the categories of organic growth, strategic acquisitions and the return of cash to shareholders through our share repurchase and dividend programs. With the strength of our financial position, we will continue to invest in financially and strategically attractive expanded product offerings, key elements of our long-term strategy of targeting long-term profitable growth. We will continue to invest our capital in maintaining our facilities and in continuous improvement initiatives. We recognize the importance of, and remain committed to, continuing to drive organic growth, as well as investing additional capital in opportunities with attractive risk-adjusted returns, driving increased penetration in the end markets we serve. We remain disciplined in our approach to acquisitions, particularly as it relates to our assessment of valuation, prospective synergies, diligence, cultural fit and ease of integration, especially in light of economic conditions.

Current wording

We expect to maintain a strong balance sheet in fiscal year 2027, which provides us with access to capital through our cash on hand, internally-generated cash flow, and availability under our Revolving Credit Facility (“RCF”). Our capital allocation strategy continues to guide our investing decisions, with a priority to direct capital to the highest risk adjusted return opportunities, within the categories of organic growth, strategic acquisitions and the return of cash to shareholders through our share repurchase and dividend programs. With the strength of our financial position, we will continue to invest in financially and strategically attractive expanded product offerings, key elements of our long-term strategy of targeting long-term profitable growth. We will continue to invest our capital in maintaining our facilities and in continuous improvement initiatives. We recognize the importance of, and remain committed to, continuing to drive organic growth, as well as investing additional capital in opportunities with attractive risk-adjusted returns, driving increased penetration in the end markets we serve. We remain disciplined in our approach to acquisitions, particularly as it relates to our assessment of valuation, prospective synergies, diligence, cultural fit and ease of integration, especially in light of economic conditions.

Previous wording

Net revenues for the three months ended June 30, 2026 increased $87.0 million, or 33.0%, as compared with the three months ended June 30, 2025. The increase was primarily due to the acquisitions of MARS Parts, Aspen Manufacturing, Hydrotex, and ProAction Fluids ($73.0 million or 27.7%). Organic revenue increased $14.0 million, or 5.3%, driven by pricing actions and higher unit volumes. Net revenue increased in the HVAC/R, general industrial, plumbing, and mining end markets and decreased in the architecturally-specified building products, rail transportation, and electrical end markets.

Current wording

Net revenues for the six months ended September 30, 2026 increased $171.5 million, or 31.7%, as compared with the six months ended September 30, 2025. The increase was primarily due to the acquisitions of MARS Parts, Aspen Manufacturing, Hydrotex, and ProAction Fluids ($129.3 million or 23.9%). Organic revenue increased $42.2 million, or 7.8%, driven by higher unit volumes and pricing actions. Net revenue increased in the HVAC/R, general industrial, plumbing, mining, energy, and rail transportation end markets and decreased in the architecturally-specified building products end market.

Previous wording

Gross profit for the three months ended June 30, 2026 increased $41.9 million, or 36.3%, as compared with the three months ended June 30, 2025. The increase was primarily a result of increased revenue, partially offset by increases in material and freight costs. Gross profit margin of 44.9% for the three months ended June 30, 2026 increased as compared to 43.8% for the three months ended June 30, 2025. The increase was driven by pricing actions and favorable product mix, partially offset by increases in material and freight costs.

Current wording

Gross profit for the three months ended September 30, 2026 increased $32.7 million, or 27.5%, as compared with the three months ended September 30, 2025. The increase was primarily a result of increased revenue, partially offset by increases in materials and freight costs. Gross profit margin of 42.0% for the three months ended September 30, 2026 decreased as compared to 43.0% for the three months ended September 30, 2025. The decrease was driven by increases in materials and freight costs and the inclusion of the MARS Parts acquisition, partially offset by pricing actions.

Previous wording

Operating expenses for the three months ended June 30, 2026 increased $16.9 million, or 28.0%, as compared with the three months ended June 30, 2025. The increase was primarily due to added expenses related to the inclusion of MARS Parts, Aspen Manufacturing, Hydrotex and ProAction Fluids in the current period, including amortization of intangible assets and the acquisition-related integration expenses. The decrease in operating expenses as a percentage of revenues was attributable to the revenue growing faster than the operating expenses, resulted from successful operating expense leverage from recent acquisitions and organic revenue growth.

Current wording

Operating expenses for the three months ended September 30, 2026 increased $14.0 million, or 22.4%, as compared with the three months ended September 30, 2025. The increase was primarily due to added expenses related to the inclusion of MARS Parts, Hydrotex and ProAction Fluids in the current period, including amortization of intangible assets and the acquisition-related integration expenses. The decrease in operating expenses as a percentage of revenues was attributable to the revenue growing faster than the operating expenses, resulting from successful operating expense leverage from recent acquisitions and organic revenue growth.

Previous wording

Operating income for the three months ended June 30, 2026 increased $25.0 million, or 45.5%, as compared with the three months ended June 30, 2025, as the result of the increase in gross profit, partially offset by the increase in operating expenses, as discussed above. Operating margin of 22.8% for the three months ended June 30, 2026 increased as compared to 20.8% for the three months ended June 30, 2025. The increase was driven by the aforementioned increase in gross profit margin and decrease in operating expenses as a percentages of revenue.

Current wording

Operating income for the three months ended September 30, 2026 increased $18.8 million, or 33.0%, as compared with the three months ended September 30, 2025, as the result of the increase in gross profit, partially offset by the increase in operating expenses, as discussed above. Operating margin of 20.9% for the three months ended September 30, 2026 increased as compared to 20.5% for the three months ended September 30, 2025. The increase was driven by the decrease in operating expenses as a percentage of revenue, partially offset by the aforementioned decrease in gross profit margin.

Previous wording

Net interest expense of $12.7 million for the three months ended June 30, 2026 increased $11.7 million as compared to net interest expense of $1.0 million for the three months ended June 30, 2025. The increase in the three months ended June 30, 2026 was due to the increased average borrowing under our RCF and TLA to fund the acquisitions (discussed in Note 2) and share repurchasing activities (discussed in Note 12).

Current wording

Net interest expense of $12.5 million for the three months ended September 30, 2026 increased $11.1 million as compared to net interest expense of $1.3 million for the three months ended September 30, 2025. Net interest expense of $25.2 million for the six months ended September 30, 2026 increased $22.9 million as compared to net interest expense of $2.3 million for the six months ended September 30, 2025. The increase in the three and six months ended September 30, 2026 was due to the increased average borrowing under our RCF and TLA to fund the acquisitions (discussed in Note 2) and share repurchasing activities (discussed in Note 12), as well as elevated interest rate.

Previous wording

Other expense, net of $0.2 million for the three months ended June 30, 2026 increased $0.7 million, as compared to the net income of $0.5 million for the three months ended June 30, 2025. The change in the three months ended June 30, 2026 was due to the foreign currency gains/losses related to transactions in currencies other than functional currencies.

Current wording

Other income, net was less than $0.1 million for each of the three months ended September 30, 2026 and 2025. Other expense, net of $0.2 million for the six months ended September 30, 2026 changed $0.7 million, as compared to the other income, net of $0.5 million for the six months ended September 30, 2025. The change in the six months ended September 30, 2026 was primarily due to the foreign currency gains/losses related to transactions in currencies other than functional currencies, as well as a non-cash $0.3 million tax indemnification asset related to the Falcon acquisition that was released and recognized in other expense during the six months ended September 30, 2026.

Previous wording

For the three months ended June 30, 2026, we earned $66.9 million from operations before taxes and recognized income tax expenses of $17.1 million, resulting in an effective tax rate of 25.6%. The provision for income taxes differed from the statutory rate for the three months ended June 30, 2026 primarily due to state income tax (net of federal benefit), executive compensation limitations, and provision for global intangible low-taxed income ("GILTI"); offset by excess tax deductions related to equity compensation, foreign tax credits, and foreign-derived intangible income (“FDII”).

Current wording

For the three months ended September 30, 2026, we earned $63.1 million from operations before taxes and recognized income tax expenses of $15.2 million, resulting in an effective tax rate of 24.1%. For the six months ended September 30, 2026, we earned $130.0 million from operations before taxes and recognized income tax expenses of $32.3 million, resulting in an effective tax rate of 24.9%. The provision for income taxes differed from the statutory rate for the three and six months ended September 30, 2026 primarily due to state income tax (net of federal benefit), executive compensation limitations, and Net Controlled Foreign Corporation Tested Income (“NCTI”); offset by benefits of discounts on purchased energy tax credits, foreign tax credits, foreign-derived deduction-eligible income (“FDDEI”), and excess tax deductions related to equity compensation.

Previous wording

For the three months ended June 30, 2025, we earned $54.4 million from operations before taxes and recognized income tax expenses of $13.2 million, resulting in an effective tax rate of 24.3%. The provision for income taxes differed from the statutory rate for the three months ended June 30, 2025 primarily due to state income tax (net of federal benefit), executive compensation limitations, and provision for GILTI; offset by adjustment to tax payable, foreign tax credits, excess tax deductions related to equity compensation and FDII.

Current wording

For the three months ended September 30, 2025, we earned $55.5 million from operations before taxes and recognized income tax expenses of $14.7 million, resulting in an effective tax rate of 26.4%. For the six months ended September 30, 2025, we earned $109.9 million from operations before taxes and recognized income tax expenses of $27.9 million, resulting in an effective tax rate of 25.4%. The provision for income taxes differed from the statutory rate for the three and six months ended September 30, 2025 primarily due to state income tax (net of federal benefit), executive compensation limitations, and NCTI; offset by adjustment to tax payable, foreign tax credits, excess tax deductions related to equity compensation and FDDEI.

Previous wording

The Company expects $6.6 million of reserves for uncertain tax provisions to either be settled or expire within the next 12 months as the statutes of limitations expire. We are under examination by the state of New York for the fiscal years ended March 31, 2024 through March 31, 2025. We have not been notified of any material adjustments.

Current wording

The Company expects $6.3 million of reserves for uncertain tax positions to either be settled or expire within the next 12 months as the statutes of limitations expire. We are under examination by the state of New York for the fiscal years ended March 31, 2024 through March 31, 2025. We have not been notified of any material adjustments.

Previous wording

Net revenues for the three months ended June 30, 2026 increased $79.3 million, or 40.3%, as compared with the three months ended June 30, 2025. The increase was primarily due to the acquisitions of MARS Parts and Aspen Manufacturing ($67.6 million or 34.4%). Organic revenue increased $11.6 million, or 5.9%, due to pricing actions and higher unit volumes. Net revenue increased in the HVAC/R, plumbing, and architecturally-specified building product end markets and decreased in the electrical end market.

Current wording

Net revenues for the six months ended September 30, 2026 increased $156.6 million, or 38.6%, as compared with the six months ended September 30, 2025. The increase was primarily due to the acquisitions of MARS Parts and Aspen Manufacturing ($118.2 million or 29.2%). Organic revenue increased $38.4 million, or 9.5%, due to higher unit volumes and pricing actions. Net revenue increased in the HVAC/R, plumbing, and architecturally-specified building product end markets.

Previous wording

Operating income for the three months ended June 30, 2026 increased $22.3 million, or 42.2%, as compared with the three months ended June 30, 2025. The increase was primarily due to the increased revenue, which more than offset higher material and freight costs and incremental spend related to the integration of completed acquisitions. Operating income margin of 27.2% for the three months ended June 30, 2026 increased as compared to 26.8% for the three months ended June 30, 2025. This increase was due to pricing actions and successful operating expenses leverage of recent acquisitions, partially offset by higher material and freight costs and acquisition integration costs.

Current wording

Operating income for the three months ended September 30, 2026 increased $16.3 million, or 30.6%, as compared with the three months ended September 30, 2025. The increase was primarily due to the increased revenue, which more than offset higher materials and freight costs and incremental spend related to the integration of completed acquisitions. Operating income margin of 24.4% for the three months ended September 30, 2026 decreased as compared to 25.6% for the three months ended September 30, 2025. This decrease was due to higher materials and freight costs partially offset by pricing actions, acquisition integration costs, and the inclusion of the MARS Parts acquisition.

Previous wording

Net revenues for the three months ended June 30, 2026 increased $11.4 million, or 30.9%, as compared to the three months ended June 30, 2025. The increase was primarily due to the acquisitions of Hydrotex and ProAction Fluids ($5.3 million or 14.5%). Organic revenue increased $6.1 million, or 16.5% due to higher unit volume and pricing actions. Net revenue increased in the general industrial and mining end markets and decreased in the rail transportation end market.

Current wording

Net revenues for the three months ended September 30, 2026 increased $10.7 million, or 27.6%, as compared to the three months ended September 30, 2025. The increase was primarily due to the acquisitions of Hydrotex and ProAction Fluids ($5.8 million or 14.9%). Organic revenue increased $4.9 million, or 12.7% due to higher unit volume and pricing actions. Net revenue increased in the general industrial, energy, mining, and rail transportation end markets.

Previous wording

Operating income for the three months ended June 30, 2026 increased $2.8 million or 53.6% as compared to the three months ended June 30, 2025. The increase was primarily due to the increased revenue, which more than offset higher freight and material costs and acquisition integration expenses. Operating income margin of 16.7% for the three months ended June 30, 2026 increased as compared to 14.2% for the three months ended June 30, 2025, benefiting from improved operating leverage from the recent acquisitions and higher organic volume, pricing actions and a mix shift toward higher-margin products, partially offset by higher freight and material costs and acquisition integration expenses.

Current wording

Operating income for the three months ended September 30, 2026 increased $3.8 million or 75.3% as compared to the three months ended September 30, 2025. The increase was primarily due to the increased revenue, which more than offset higher freight, materials costs and acquisition integration expenses. Operating income margin of 18.0% for the three months ended September 30, 2026 increased as compared to 13.1% for the three months ended September 30, 2025, benefiting from improved operating leverage from the recent acquisitions and higher organic volume, pricing actions and a mix shift toward higher-margin products, partially offset by higher freight and materials costs and acquisition integration expenses.

Previous wording

Operating income for the three months ended June 30, 2026 increased $0.6 million, or 14.4%, as compared with the three months ended June 30, 2025. The increase was primarily attributed by the Smoke Guard business, reflecting successful execution of material sourcing strategies and improved quality control that eliminated certain warranty costs incurred in prior period. Operating income margin of 15.8% for the three months ended June 30, 2026 increased as compared to 12.5% for the three months ended June 30, 2025 due to the mix shift toward the higher-margin Smoke Guard business.

Current wording

Operating income for the six months ended September 30, 2026 decreased $0.8 million, or 9.5%, as compared with the six months ended September 30, 2025. The decrease was due to the aforementioned decrease in business activity during the Greco Exit, partially offset by the improvement in the Smoke Guard business, reflecting successful execution of materials sourcing strategies and improved quality control that eliminated certain warranty costs incurred in prior period. Operating income margin of 13.9% for the six months ended September 30, 2026 increased slightly as compared to 13.8% for the six months ended September 30, 2025 as the aforementioned Smoke Guard strategies and mix shift toward the higher-margin Smoke Guard business, mostly offset by the impact from the Greco Exit.

Previous wording

Existing cash on hand, cash generated by operations and borrowings available under our RCF (“Revolver Borrowings”) and TLA are our primary sources of short-term liquidity. Our ability to consistently generate strong cash flow from our operations is one of our most significant financial strengths: it enables us to invest in our people and our brands, make capital investments and strategic acquisitions, provide a cash dividend program, and from time-to-time, repurchase shares of our common stock. Additionally, we use our Revolver Borrowings to support our working capital requirements, capital expenditures and strategic acquisitions. We seek to maintain adequate liquidity to meet working capital requirements, fund capital expenditures, make scheduled interest payments on debt and meet our contingent consideration obligations. Absent a material deterioration of market conditions, we believe that cash flows from operating activities and financing activities (which would primarily consist of Revolver Borrowings), will provide adequate resources to satisfy our working capital, scheduled interest and principal payments on debt, anticipated dividend payments, periodic share repurchases, contingent consideration obligations and anticipated capital expenditure requirements for both our short-term and long-term needs.

Current wording

Existing cash on hand, cash generated by operations and borrowings available under our RCF (“Revolver Borrowings”) are our primary sources of short-term liquidity. Our ability to consistently generate strong cash flow from our operations is one of our most significant financial strengths: it enables us to invest in our people and our brands, make capital investments and strategic acquisitions, provide a cash dividend program, and from time-to-time, repurchase shares of our common stock. Additionally, we use our Revolver Borrowings to support our working capital requirements, capital expenditures and strategic acquisitions. We seek to maintain adequate liquidity to meet working capital requirements, fund capital expenditures, make scheduled interest payments on debt and meet our contingent consideration obligations. Absent a material deterioration of market conditions, we believe that cash flows from operating activities and financing activities (which would primarily consist of Revolver Borrowings), will provide adequate resources to satisfy our working capital, scheduled interest and principal payments on debt, anticipated dividend payments, periodic share repurchases, contingent consideration obligations and anticipated capital expenditure requirements for both our short-term and long-term needs.

Previous wording

Our cash balance (including cash and cash equivalents) at June 30, 2026 was $47.5 million, as compared with $33.8 million at March 31, 2026.

Current wording

Our cash balance (including cash and cash equivalents) at September 30, 2026 was $37.2 million, as compared with $33.8 million at March 31, 2026.

Previous wording

For the three months ended June 30, 2026, our cash provided by operating activities from operations was $75.6 million, as compared with $60.6 million for three months ended June 30, 2025.

Current wording

For the six months ended September 30, 2026, our cash provided by operating activities was $171.0 million, as compared with $122.5 million for six months ended September 30, 2025.

Previous wording

•Working capital used cash for the three months ended June 30, 2026 due to higher accounts receivable ($24.6 million), partially offset by higher accounts payable and other current liabilities ($12.5 million), lower prepaid expenses and other current assets ($7.5 million) and lower inventory ($2.2 million).

Current wording

•Working capital provided cash for the six months ended September 30, 2026 due to higher accounts payable and other current liabilities ($43.7 million), partially offset by higher inventory ($11.0 million), higher prepaid expenses and other current assets ($7.9 million) and higher accounts receivable ($6.6 million).

Previous wording

•Working capital provided cash for the three months ended June 30, 2025 due to lower inventories ($7.6 million), lower prepaid and other current assets ($0.7 million), partially offset by higher accounts receivable ($7.8 million).

Current wording

•Working capital provided cash for the six months ended September 30, 2025 due to lower accounts receivable ($11.7 million) and higher accounts payable and other current liabilities ($7.3 million), partially offset by higher inventories ($10.1 million) and higher prepaid and other current assets ($5.7 million).

Previous wording

Cash flows used in investing activities from operations during the three months ended June 30, 2026 were $6.0 million, as compared with $326.7 million used in investing activities for the three months ended June 30, 2025.

Current wording

Cash flows used in investing activities during the six months ended September 30, 2026 were $9.9 million, as compared with $331.4 million used in investing activities for the six months ended September 30, 2025.

Previous wording

•Capital expenditures during the three months ended June 30, 2026 and 2025 were $6.0 million and $2.9 million, respectively. Our capital expenditures have been focused on capacity expansion (including $0.7 million and $0.3 million during the current and prior year periods for the Whitmore JV), new product introductions, continuous improvement and automation of manufacturing facilities and enterprise resource planning systems.

Current wording

•Capital expenditures during the six months ended September 30, 2026 and 2025 were $9.5 million and $6.0 million, respectively. Our capital expenditures have been focused on capacity expansion (including $0.7 million and $0.6 million during the current and prior year periods for the Whitmore JV), new product introductions, continuous improvement and automation of manufacturing facilities and enterprise resource planning systems.

Previous wording

•During the three months ended June 30, 2025, we acquired Aspen Manufacturing for an aggregate purchase price of $327.6 million, including $313.5 million in cash consideration and working capital adjustment of $14.1 million, as discussed in Note 2 to our consolidated financial statements included in this Quarterly Report.

Current wording

•During the six months ended September 30, 2025, we acquired Aspen Manufacturing for an aggregate purchase price of $327.6 million, including $313.5 million in cash consideration and a working capital adjustment of $14.1 million, as discussed in Note 2 to our consolidated financial statements included in this Quarterly Report.

Previous wording

Cash flows (used in) provided by financing activities during the three months ended June 30, 2026 and 2025 were $(55.3) million and $78.4 million, respectively.

Current wording

Cash flows (used in) provided by financing activities during the six months ended September 30, 2026 and 2025 were $(157.2) million and $15.1 million, respectively.

Previous wording

•Net borrowings (repayments) on our RCF and TLA (as discussed in Note 8 to our consolidated financial statements included in this Quarterly Report) of $(14.0) million and $95.0 million during the three months ended June 30, 2026 and 2025, respectively.

Current wording

•Net borrowings (repayments) on our RCF and TLA (as discussed in Note 8 to our consolidated financial statements included in this Quarterly Report) of $(105.0) million and $60.0 million during the six months ended September 30, 2026 and 2025, respectively.

Previous wording

•As discussed in Note 12 to our consolidated financial statements included in this Quarterly Report, repurchases of shares under our share repurchase program of $25.5 million and $4.7 million during the three months ended June 30, 2026 and 2025, respectively.

Current wording

•As discussed in Note 12 to our consolidated financial statements included in this Quarterly Report, repurchases of shares under our share repurchase program of $29.3 million and $23.0 million during the six months ended September 30, 2026 and 2025, respectively.

Previous wording

•In connection with the vesting of equity awards under our Long Term Incentive Plan, $10.9 million and $4.4 million were tendered by employees to satisfy minimum tax withholding requirements during the three months ended June 30, 2026 and 2025, respectively.

Current wording

•In connection with the vesting of equity awards under our Long Term Incentive Plan, $10.9 million and $4.4 million were tendered by employees to satisfy minimum tax withholding requirements during the six months ended September 30, 2026 and 2025, respectively.

Previous wording

•Payments of $2.8 million of underwriting discounts and fees in connection with our Third Amended and Restated Credit Agreement during the three months ended June 30, 2025, as discussed in Note 8 to our consolidated financial statements included in this Quarterly Report.

Current wording

•Payments of $2.8 million of underwriting discounts and fees in connection with our Third Amended and Restated Credit Agreement during the six months ended September 30, 2025, as discussed in Note 8 to our consolidated financial statements included in this Quarterly Report.

Previous wording

Management’s discussion and analysis of financial condition and results of operations are based on our consolidated financial statements and related footnotes contained within this Quarterly Report. Our critical accounting policies used in the preparation of our consolidated financial statements were discussed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report. No significant changes to these policies, as described in our Annual Report, have occurred in the three months ended June 30, 2026.

Current wording

Management’s discussion and analysis of financial condition and results of operations are based on our consolidated financial statements and related footnotes contained within this Quarterly Report. Our critical accounting policies used in the preparation of our consolidated financial statements were discussed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report. No significant changes to these policies, as described in our Annual Report, have occurred in the six months ended September 30, 2026.

Previous wording

Based on an assessment of our accounting policies and the underlying judgments and uncertainties affecting the application of those policies, we believe that our consolidated financial statements provide a meaningful and fair perspective of our consolidated financial condition and results of operations. This is not to suggest that other general risk factors, such as changes in worldwide demand, changes in material costs, performance of acquired businesses and others, could not adversely impact our consolidated financial condition, results of operations and cash flows in future periods. See “Cautionary Note Regarding Forward-Looking Statements” below.

Current wording

Based on an assessment of our accounting policies and the underlying judgments and uncertainties affecting the application of those policies, we believe that our consolidated financial statements provide a meaningful and fair perspective of our consolidated financial condition and results of operations. This is not to suggest that other general risk factors, such as changes in worldwide demand, changes in materials costs, performance of acquired businesses and others, could not adversely impact our consolidated financial condition, results of operations and cash flows in future periods. See “Cautionary Note Regarding Forward-Looking Statements” below.

Previous wording

Forward-looking statements involve risks, uncertainties and assumptions. Actual results may differ materially from those expressed in these forward-looking statements for a number of important factors, including those listed under “Risk Factors” in our Annual Report and in this Quarterly Report. You should not put undue reliance on any forwarding-looking statements in this Quarterly Report. We assume no obligation to update or revise these forward-looking statements, except as required by law.

Current wording

Forward-looking statements involve risks, uncertainties and assumptions. Actual results may differ materially from those expressed in these forward-looking statements for a number of important factors, including those listed under “Risk Factors” in our Annual Report and in this Quarterly Report. You should not put undue reliance on any forward-looking statements in this Quarterly Report. We assume no obligation to update or revise these forward-looking statements, except as required by law.
Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

Operating expenses for the six months ended September 30, 2026 increased $30.9 million, or 25.2%, as compared with the six months ended September 30, 2025. The increase was primarily due to added expenses related to the inclusion of MARS Parts, Aspen Manufacturing, Hydrotex and ProAction Fluids in the current period, including amortization of intangible assets and the acquisition-related integration expenses. The decrease in operating expenses as a percentage of revenues was attributable to the revenue growing faster than the operating expenses, resulting from successful operating expense leverage from recent acquisitions and organic revenue growth.

Current report — wording carried from elsewhere

Operating income for the six months ended September 30, 2026 increased $43.7 million, or 39.2%, as compared with the six months ended September 30, 2025, as the result of the increase in gross profit, partially offset by the increase in operating expenses, as discussed above. Operating margin of 21.8% for the six months ended September 30, 2026 increased as compared to 20.7% for the six months ended September 30, 2025. The increase was driven by the aforementioned decrease in operating expenses as a percentage of revenue.

Current report — wording carried from elsewhere

Operating income for the six months ended September 30, 2026 increased $6.6 million or 64.3% as compared to the six months ended September 30, 2025. The increase was primarily due to the increased revenue, which more than offset higher freight and materials costs and acquisition integration expenses. Operating income margin of 17.4% for the six months ended September 30, 2026 increased as compared to 13.7% for the six months ended September 30, 2025, benefiting from improved operating leverage from the recent acquisitions and higher organic volume, pricing actions and a mix shift toward higher-margin products, partially offset by higher freight and materials costs and acquisition integration expenses.